Cover
Cover - shares | 6 Months Ended | |
Jun. 29, 2024 | Aug. 05, 2024 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 29, 2024 | |
Document Transition Report | false | |
Entity File Number | 001-31410 | |
Entity Registrant Name | PRIMO WATER CORP | |
Entity Incorporation, State or Country Code | A6 | |
Entity Tax Identification Number | 98-0154711 | |
Entity Address, Address Line One | 1150 Assembly Dr. | |
Entity Address, Address Line Two | Suite 800 | |
Entity Address, City or Town | Tampa, | |
Entity Address, State or Province | FL | |
Entity Address, Postal Zip Code | 33607 | |
Entity Address, Country | US | |
City Area Code | 813 | |
Local Phone Number | 544-8515 | |
Title of 12(b) Security | Common Shares, no par value per share | |
Trading Symbol | PRMW | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding (in shares) | 160,312,986 | |
Entity Central Index Key | 0000884713 | |
Current Fiscal Year End Date | --12-28 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2024 | Jul. 01, 2023 | Jun. 29, 2024 | Jul. 01, 2023 | |
Income Statement [Abstract] | ||||
Revenue, net | $ 485 | $ 450.6 | $ 937 | $ 863.1 |
Cost of sales | 167 | 159.8 | 327.7 | 313.3 |
Gross profit | 318 | 290.8 | 609.3 | 549.8 |
Selling, general and administrative expenses | 264.4 | 246.6 | 513.8 | 481.2 |
Loss on disposal of property, plant and equipment, net | 1.3 | 0.9 | 2.8 | 2.2 |
Acquisition and integration expenses | 13.1 | 1.9 | 18.4 | 3.6 |
Gain on sale of property | 0 | 0 | (0.5) | 0 |
Operating income | 39.2 | 41.4 | 74.8 | 62.8 |
Other expense, net | 2.7 | 0.6 | 0.1 | 0.3 |
Interest expense, net | 9.2 | 18.8 | 19.2 | 37 |
Income from continuing operations before income taxes | 27.3 | 22 | 55.5 | 25.5 |
Income tax expense | 14 | 8.4 | 23.5 | 8.7 |
Net income from continuing operations | 13.3 | 13.6 | 32 | 16.8 |
Net income from discontinued operations, net of income taxes (Note 2) | 2.7 | 7.7 | 9 | 10.3 |
Net income | $ 16 | $ 21.3 | $ 41 | $ 27.1 |
Basic: | ||||
Continuing operations (In USD per share) | $ 0.08 | $ 0.09 | $ 0.20 | $ 0.11 |
Discontinued operations (In USD per share) | 0.02 | 0.04 | 0.06 | 0.06 |
Net income (In USD per share) | 0.10 | 0.13 | 0.26 | 0.17 |
Diluted: | ||||
Continuing operations (In USD per share) | 0.08 | 0.09 | 0.20 | 0.11 |
Discontinued operations (In USD per share) | 0.02 | 0.04 | 0.05 | 0.06 |
Net income (In USD per share) | $ 0.10 | $ 0.13 | $ 0.25 | $ 0.17 |
Weighted-average common shares outstanding (in thousands) | ||||
Basic (in shares) | 160,112 | 159,196 | 159,843 | 159,465 |
Diluted (in shares) | 161,384 | 159,900 | 161,041 | 160,332 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 29, 2024 | Jul. 01, 2023 | Jun. 29, 2024 | Jul. 01, 2023 | ||
Statement of Comprehensive Income [Abstract] | |||||
Net income | $ 16 | $ 21.3 | $ 41 | $ 27.1 | |
Other comprehensive loss: | |||||
Currency translation adjustment | (3.2) | (0.6) | (8.7) | (7.2) | |
Pension benefit plan, net of tax | [1] | 0 | 0.6 | 0 | 0.6 |
Unrealized gain on derivative instruments, net of tax | [2] | 1.5 | 0 | 0.8 | 0 |
Total other comprehensive loss | (1.7) | 0 | (7.9) | (6.6) | |
Comprehensive income | $ 14.3 | $ 21.3 | $ 33.1 | $ 20.5 | |
[1]Net of the tax impact of $0.2 million for the three and six months ended July 1, 2023.[2]Net of the tax impact of $0.5 million and $0.3 million for the three and six months ended June 29, 2024, respectively. |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2024 | Jul. 01, 2023 | Jun. 29, 2024 | Jul. 01, 2023 | |
Statement of Comprehensive Income [Abstract] | ||||
Tax expense | $ 0.2 | $ 0.2 | ||
Tax expense | $ (0.5) | $ (0.3) |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Millions | Jun. 29, 2024 | Dec. 30, 2023 |
Current assets | ||
Cash and cash equivalents | $ 603.3 | $ 507.9 |
Accounts receivable, net of allowance of $13.2 ($12.7 as of December 30, 2023) | 164.1 | 156 |
Inventories | 47.3 | 47.3 |
Prepaid expenses and other current assets | 22.9 | 26 |
Current assets of discontinued operations | 81.9 | 128.7 |
Total current assets | 919.5 | 865.9 |
Property, plant and equipment, net | 549.1 | 556.5 |
Operating lease right-of-use-assets | 147.5 | 136 |
Goodwill | 1,009 | 1,004.6 |
Intangible assets, net | 717.8 | 714.2 |
Other long-term assets, net | 18.4 | 20.2 |
Long-term assets of discontinued operations | 158.4 | 225.6 |
Total assets | 3,519.7 | 3,523 |
Current liabilities | ||
Current maturities of long-term debt | 14.6 | 14.2 |
Accounts payable and accrued liabilities | 291.2 | 276.4 |
Current operating lease obligations | 26 | 25.6 |
Current liabilities of discontinued operations | 89.3 | 109.9 |
Total current liabilities | 421.1 | 426.1 |
Long-term debt | 1,250.3 | 1,270.8 |
Operating lease obligations | 134 | 124 |
Deferred tax liabilities | 141.5 | 144.2 |
Other long-term liabilities | 84.6 | 64.4 |
Long-term liabilities of discontinued operations | 33.8 | 52.2 |
Total liabilities | 2,065.3 | 2,081.7 |
Equity | ||
Common shares, no par value - 160,289,149 (December 30, 2023 - 159,480,638) shares issued | 1,310.2 | 1,288.6 |
Additional paid-in capital | 86.6 | 90.6 |
Retained earnings | 170.6 | 167.2 |
Accumulated other comprehensive loss | (113) | (105.1) |
Total Primo Water Corporation equity | 1,454.4 | 1,441.3 |
Total liabilities and equity | $ 3,519.7 | $ 3,523 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions | Jun. 29, 2024 | Dec. 30, 2023 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowance | $ 13.2 | $ 12.7 |
Common shares, par value (in USD per share) | $ 0 | $ 0 |
Common shares, shares issued (in shares) | 160,289,149 | 159,480,638 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2024 | Jul. 01, 2023 | Jun. 29, 2024 | Jul. 01, 2023 | |
Cash flows from operating activities of continuing operations: | ||||
Net income | $ 16 | $ 21.3 | $ 41 | $ 27.1 |
Net income from discontinued operations, net of income taxes | 2.7 | 7.7 | 9 | 10.3 |
Net income from continuing operations | 13.3 | 13.6 | 32 | 16.8 |
Adjustments to reconcile net income from continuing operations to cash flows from operating activities of continuing operations: | ||||
Depreciation and amortization | 49.7 | 47.2 | 97.9 | 94.3 |
Amortization of financing fees | 0.9 | 0.9 | 1.7 | 1.7 |
Share-based compensation expense | 9.5 | 2.7 | 12.5 | 4.7 |
(Benefit) provision for deferred income taxes | (4.9) | 5.4 | (3) | 6.5 |
Loss on disposal of property, plant and equipment, net | 1.3 | 0.9 | 2.8 | 2.2 |
Gain on sale of property | 0 | 0 | (0.5) | 0 |
Other non-cash items | 2 | (1.2) | (2.6) | (3.2) |
Change in operating assets and liabilities, net of acquisitions: | ||||
Accounts receivable | 3.3 | (22.6) | (2.7) | (18.8) |
Inventories | (3) | 2.6 | (1.8) | 4.7 |
Prepaid expenses and other current assets | 3.9 | 4.2 | 0.5 | 1.9 |
Other assets | 4.3 | (0.4) | 3.8 | (0.5) |
Accounts payable and accrued liabilities and other liabilities | 21 | 11.9 | 24.1 | (14.8) |
Net cash provided by operating activities of continuing operations | 101.3 | 65.2 | 164.7 | 95.5 |
Cash flows from investing activities of continuing operations: | ||||
Acquisitions, net of cash received | (20.1) | (15.6) | (24.2) | (23) |
Additions to property, plant and equipment | (37.3) | (27) | (74.9) | (69.2) |
Additions to intangible assets | (3) | (2) | (5.3) | (4) |
Proceeds from sale of property, plant and equipment | 0.1 | 0.1 | 0.2 | 0.2 |
Proceeds from sale of property | 0 | 0 | 1 | 0 |
Other investing activities | 0 | 1.1 | 2.7 | 1.9 |
Net cash used in investing activities of continuing operations | (60.3) | (43.4) | (100.5) | (94.1) |
Cash flows from financing activities of continuing operations: | ||||
Payments of long-term debt | (3.8) | (2.8) | (6.6) | (6) |
Proceeds from short-term borrowings | 0 | 43 | 0 | 104 |
Payments on short-term borrowings | 0 | (59.8) | 0 | (93) |
Issuance of common shares | 10.5 | 0.4 | 16.7 | 4.7 |
Common shares repurchased and canceled | (9.1) | (2.5) | (20.2) | (21.8) |
Dividends paid to common shareholders | (14.4) | (13.1) | (29.2) | (25.9) |
Payment of contingent consideration for acquisitions | (1.1) | (0.2) | (1.8) | (1) |
Other financing activities | 0 | (2.5) | 0 | (5) |
Net cash used in financing activities of continuing operations | (17.9) | (37.5) | (41.1) | (44) |
Cash flows from discontinued operations: | ||||
Net cash provided by operating activities from discontinued operations | 1.4 | 11.6 | 2.2 | 15.6 |
Net cash provided by (used in) investing activities from discontinued operations | 64.7 | (9) | 59.1 | (19.8) |
Net cash provided by financing activities from discontinued operations | 0.9 | 2.8 | 1 | 9.6 |
Net cash provided by discontinued operations | 67 | 5.4 | 62.3 | 5.4 |
Effect of exchange rate changes on cash | 0.1 | 0.6 | (0.4) | 1.4 |
Net increase (decrease) in cash, cash equivalents and restricted cash | 90.2 | (9.7) | 85 | (35.8) |
Cash and cash equivalents and restricted cash, beginning of period | 525.3 | 96.5 | 530.5 | 122.6 |
Cash and cash equivalents and restricted cash, end of period | 615.5 | 86.8 | 615.5 | 86.8 |
Cash and cash equivalents and restricted cash from discontinued operations, end of period | 12.2 | 35.6 | 12.2 | 35.6 |
Cash and cash equivalents and restricted cash of continuing operations, end of period | 603.3 | 51.2 | 603.3 | 51.2 |
Supplemental Non-Cash Investing and Financing Activities: | ||||
Additions to property, plant and equipment through accounts payable and accrued liabilities and other liabilities | 12.1 | 11.3 | 12.6 | 12.6 |
Dividends payable issued through accounts payable and accrued liabilities | 0.2 | 0.1 | 0.4 | 0.3 |
Financing lease right-of-use assets obtained in exchange for lease obligations | 3.6 | 0.1 | 3.6 | 0.1 |
Operating lease right-of-use assets obtained in exchange for lease obligations | 16.3 | 12.8 | 26.8 | 13.9 |
Inventory transfer to property, plant and equipment | 1.4 | 1.6 | 1.6 | 8.5 |
Supplemental Disclosures of Cash Flow Information: | ||||
Cash paid for interest | 27.5 | 31 | 28.4 | 35.7 |
Cash received for interest | 6.1 | 0 | 10.8 | 0 |
Cash paid for income taxes, net | $ 17.4 | $ 3.7 | $ 17.5 | $ 3.9 |
Consolidated Statements of Equi
Consolidated Statements of Equity - USD ($) $ in Millions | Total | Equity Incentive Plan | Common Shares | Common Shares Equity Incentive Plan | Additional Paid-in Capital | Additional Paid-in Capital Equity Incentive Plan | Retained Earnings | Accumulated Other Comprehensive Loss |
Beginning Balance (in shares) at Dec. 31, 2022 | 159,752,000 | |||||||
Beginning balance at Dec. 31, 2022 | $ 1,282.9 | $ 1,283.2 | $ 91.3 | $ (9.4) | $ (82.2) | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income | 27.1 | 27.1 | ||||||
Other comprehensive loss, net of tax | (6.6) | (6.6) | ||||||
Common shares dividends | (25.8) | (25.8) | ||||||
Share-based compensation | 5.3 | 5.3 | ||||||
Common shares repurchased and canceled (in shares) | (1,452,000) | |||||||
Common shares repurchased and canceled | (21.8) | $ (13) | (8.8) | |||||
Common shares issued - Equity Incentive Plan (in shares) | 879,000 | |||||||
Common shares issued - Equity Incentive Plan | $ 3.9 | $ 12 | $ (8.1) | |||||
Common shares issued - Dividend Reinvestment Plan (in shares) | 1,000 | |||||||
Common shares issued - Employee Stock Purchase Plan (in shares) | 60,000 | |||||||
Common shares issued - Employee Stock Purchase Plan | 0.8 | $ 0.9 | (0.1) | |||||
Ending Balance (in shares) at Jul. 01, 2023 | 159,240,000 | |||||||
Ending balance at Jul. 01, 2023 | 1,265.8 | $ 1,283.1 | 88.4 | (16.9) | (88.8) | |||
Beginning Balance (in shares) at Apr. 01, 2023 | 159,261,000 | |||||||
Beginning balance at Apr. 01, 2023 | 1,256.5 | $ 1,283.3 | 86.2 | (24.2) | (88.8) | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income | 21.3 | 21.3 | ||||||
Other comprehensive loss, net of tax | 0 | |||||||
Common shares dividends | (12.9) | (12.9) | ||||||
Share-based compensation | 3 | 3 | ||||||
Common shares repurchased and canceled (in shares) | (174,000) | |||||||
Common shares repurchased and canceled | (2.5) | $ (1.4) | (1.1) | |||||
Common shares issued - Equity Incentive Plan (in shares) | 119,000 | |||||||
Common shares issued - Equity Incentive Plan | 0 | $ 0.7 | (0.7) | |||||
Common shares issued - Dividend Reinvestment Plan (in shares) | 1,000 | |||||||
Common shares issued - Employee Stock Purchase Plan (in shares) | 33,000 | |||||||
Common shares issued - Employee Stock Purchase Plan | 0.4 | $ 0.5 | (0.1) | |||||
Ending Balance (in shares) at Jul. 01, 2023 | 159,240,000 | |||||||
Ending balance at Jul. 01, 2023 | $ 1,265.8 | $ 1,283.1 | 88.4 | (16.9) | (88.8) | |||
Beginning Balance (in shares) at Dec. 30, 2023 | 159,480,638 | 159,481,000 | ||||||
Beginning balance at Dec. 30, 2023 | $ 1,441.3 | $ 1,288.6 | 90.6 | 167.2 | (105.1) | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income | 41 | 41 | ||||||
Other comprehensive loss, net of tax | (7.9) | (7.9) | ||||||
Common shares dividends | (29.2) | (29.2) | ||||||
Share-based compensation | 12.7 | 12.7 | ||||||
Common shares repurchased and canceled (in shares) | (1,220,000) | |||||||
Common shares repurchased and canceled | (20.2) | $ (11.8) | (8.4) | |||||
Common shares issued - Equity Incentive Plan (in shares) | 1,958,000 | |||||||
Common shares issued - Equity Incentive Plan | 15.8 | $ 32.3 | (16.5) | |||||
Common shares issued - Dividend Reinvestment Plan (in shares) | 2,000 | |||||||
Common shares issued - Employee Stock Purchase Plan (in shares) | 68,000 | |||||||
Common shares issued - Employee Stock Purchase Plan | $ 0.9 | $ 1.1 | (0.2) | |||||
Ending Balance (in shares) at Jun. 29, 2024 | 160,289,149 | 160,289,000 | ||||||
Ending balance at Jun. 29, 2024 | $ 1,454.4 | $ 1,310.2 | 86.6 | 170.6 | (113) | |||
Beginning Balance (in shares) at Mar. 30, 2024 | 159,707,000 | |||||||
Beginning balance at Mar. 30, 2024 | 1,443.7 | $ 1,296.4 | 85.4 | 173.2 | (111.3) | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income | 16 | 16 | ||||||
Other comprehensive loss, net of tax | (1.7) | (1.7) | ||||||
Common shares dividends | (14.6) | (14.6) | ||||||
Share-based compensation | 9.6 | 9.6 | ||||||
Common shares repurchased and canceled (in shares) | (472,000) | |||||||
Common shares repurchased and canceled | (9.1) | $ (5.1) | (4) | |||||
Common shares issued - Equity Incentive Plan (in shares) | 1,013,000 | |||||||
Common shares issued - Equity Incentive Plan | $ 10 | $ 18.2 | $ (8.2) | |||||
Common shares issued - Dividend Reinvestment Plan (in shares) | 1,000 | |||||||
Common shares issued - Employee Stock Purchase Plan (in shares) | 40,000 | |||||||
Common shares issued - Employee Stock Purchase Plan | $ 0.5 | $ 0.7 | (0.2) | |||||
Ending Balance (in shares) at Jun. 29, 2024 | 160,289,149 | 160,289,000 | ||||||
Ending balance at Jun. 29, 2024 | $ 1,454.4 | $ 1,310.2 | $ 86.6 | $ 170.6 | $ (113) |
Consolidated Statements of Eq_2
Consolidated Statements of Equity (Parenthetical) - $ / shares | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2024 | Jul. 01, 2023 | Jun. 29, 2024 | Jul. 01, 2023 | |
Statement of Stockholders' Equity [Abstract] | ||||
Common shares dividends (in USD per share) | $ 0.09 | $ 0.08 | $ 0.18 | $ 0.16 |
Business and Recent Accounting
Business and Recent Accounting Pronouncements | 6 Months Ended |
Jun. 29, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Business and Recent Accounting Pronouncements | Business and Recent Accounting Pronouncements Description of Business As used herein, “Primo,” “the Company,” “our Company,” “Primo Water Corporation,” “us,” or “our” refers to Primo Water Corporation, together with its consolidated subsidiaries. Primo is a leading North America-focused pure-play water solutions provider that operates largely under a recurring revenue model in the large format water category (defined as 3 gallons or greater). This business strategy is commonly referred to as “razor-razorblade” because the initial sale of a product creates a base of users who frequently purchase complementary consumable products. The razor in Primo’s revenue model is its industry leading line-up of innovative water dispensers, which are sold through approximately 11,350 retail locations and online at various price points. The dispensers help increase household and business penetration which drives recurring purchases of Primo’s razorblade offering or water solutions. Primo’s razorblade offering is comprised of Water Direct, Water Exchange, and Water Refill. Through its Water Direct business, Primo delivers sustainable hydration solutions direct to customers, whether at home or to businesses. Through its Water Exchange business, customers visit retail locations and purchase a pre-filled bottle of water. Once consumed, empty bottles are exchanged at our recycling center displays, which provide a ticket that offers a discount toward the purchase of a new bottle. Water Exchange is available in approximately 17,950 retail locations. Through its Water Refill business, customers refill empty bottles at approximately 23,500 self-service refill drinking water stations. Primo also offers water filtration units across North America. Primo’s water solutions expand consumer access to purified, spring and mineral water to promote a healthier, more sustainable lifestyle while simultaneously reducing plastic waste and pollution. Primo is committed to its water stewardship standards and is proud to partner with the International Bottled Water Association in North America which ensures strict adherence to safety, quality, sanitation and regulatory standards for the benefit of consumer protection. Environmental stewardship is a part of who we are, and we have worked to progressively achieve carbon neutrality throughout our organization. Our U.S. operations achieved carbon neutral certification in 2020 under the Carbon Neutral Protocol, an international standard administered by Climate Impact Partners. Basis of Presentation The accompanying interim unaudited Consolidated Financial Statements have been prepared in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X and in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial reporting. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair statement of our results of operations for the interim periods reported and of our financial condition as of the date of the interim balance sheet have been included. The Consolidated Balance Sheet as of December 30, 2023 included herein was derived from the audited Consolidated Financial Statements included in our Annual Report on Form 10-K for the fiscal year ended December 30, 2023 (the “2023 Annual Report”). This Quarterly Report on Form 10-Q should be read in conjunction with the annual audited Consolidated Financial Statements and accompanying notes in the 2023 Annual Report. The accounting policies used in these interim unaudited Consolidated Financial Statements are consistent with those used in the annual Consolidated Financial Statements. The presentation of these interim unaudited Consolidated Financial Statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the Consolidated Financial Statements and accompanying notes. Pending Transaction with BlueTriton Brands On June 16, 2024, Primo Water entered into an Arrangement Agreement and Plan of Merger (the “Arrangement Agreement”) by and among Primo Water, Triton Water Parent, Inc., a corporation incorporated under the laws of Delaware (“BlueTriton Brands”), Triton US HoldCo, Inc., a corporation incorporated under the laws of Delaware and a wholly-owned subsidiary of BlueTriton Brands (“NewCo”), Triton Merger Sub 1, Inc., a corporation incorporated under the laws of Delaware and direct, wholly‑owned subsidiary of NewCo (“Merger Sub”) and 1000922661 Ontario Inc., a corporation organized under the laws of the Province of Ontario and a direct, wholly‑owned subsidiary of NewCo (“Amalgamation Sub”). The Arrangement Agreement provides that, subject to the terms and conditions set forth therein, (i) Amalgamation Sub will acquire all of the issued and outstanding shares of Primo Water in a court-approved plan of arrangement (the “Plan of Arrangement”) in exchange for shares of NewCo, followed immediately by an amalgamation of the Company and Amalgamation Sub, with Primo Water surviving as a wholly-owned subsidiary of NewCo (collectively, the “Arrangement”), (ii) immediately following the Arrangement, Merger Sub will be merged with and into BlueTriton Brands (the “Merger”), with BlueTriton Brands surviving as a wholly-owned subsidiary of NewCo and (iii) immediately following the Merger, and as part of one integrated transaction with the Merger, BlueTriton Brands, as the surviving company in the Merger, will be merged with and into NewCo (the “Subsequent Merger” and, together with the Merger, the “Mergers” and, collectively with the Arrangement, the “BlueTriton Transaction”), with NewCo being the surviving corporation and (iv) as a result of the BlueTriton Transaction, the Company and Triton Water Intermediate, Inc., a wholly-owned subsidiary of BlueTriton Brands, will be wholly-owned subsidiaries of NewCo. The BlueTriton Transaction is expected to close in the first half of 2025, subject to various conditions as noted in the Arrangement Agreement. The final corporate name and branding of NewCo is expected to be announced in the future. See Part II. Item 1A. Risk Factors in this Quarterly Report on Form 10-Q for information about certain risks and uncertainties related to the BlueTriton Transaction. Discontinued Operations On November 2, 2023, Primo entered into a Share Purchase Agreement (the “Purchase Agreement”) with a subsidiary of the Culligan Group providing for the sale of Carbon Luxembourg S.à.r.l. and certain of its subsidiaries (the "European Business"). On December 29, 2023, Primo completed the sale of the European Business for aggregate deal consideration of $575.0 million, adjusted for customary purchase price adjustments resulting in total cash consideration of $565.9 million (the “European Divestiture”). The European Divestiture did not include Primo's interests in Aimia Foods Limited (“Aimia”), Decantae Mineral Water Limited (“Decantae”), Fonthill Waters Ltd (“Fonthill”), John Farrer & Company Limited (“Farrers”), and the portions of the Eden Springs Netherlands B.V. business located in the United Kingdom, Israel, and Portugal (collectively the "Other International Businesses"). On June 7, 2024, Primo sold its interest in the Aimia and Farrers businesses, and on July 3, 2024, Primo sold the Portugal business. The European Business and the Other International Businesses are collectively the "International Businesses." These deals are a part of several transactions occurring in 2024 as part of a Board-approved plan to sell all of our international businesses, representing a strategic shift in our operations. Accordingly, the International Businesses are presented herein as discontinued operations. For all periods presented, the operating results associated with the International Businesses have been reclassified into Net income from discontinued operations, net of income taxes in the Consolidated Statements of Operations and the assets and liabilities associated with this business have been reflected as current and long-term assets and liabilities of discontinued operations in the Consolidated Balance Sheets. Cash flows from the Company’s discontinued operations are presented in the Consolidated Statements of Cash Flows for all periods presented. The Notes to Consolidated Financial Statements are presented on a continuing operations basis unless otherwise noted. See Note 2 to the Consolidated Financial Statements for additional information on discontinued operations. Changes in Presentation Prior to the European Divestiture, our business operated through two reporting segments: (i) North America, which included our DS Services of America, Inc. (“DSS”), Aquaterra Corporation (“Aquaterra”), Mountain Valley Spring Company (“Mountain Valley”) businesses, and (ii) Europe, which included the European business of Eden Springs Netherlands B.V. (“Eden Europe”), and our Decantae and Fonthill businesses. The Other category included the Israel business of Eden ("Eden Israel"), and our Aimia and Farrers businesses sold during the quarter, as well as our corporate oversight function and other miscellaneous expenses. During the fourth quarter of 2023, we reviewed and realigned our reporting segments to exclude the businesses within discontinued operations which reflects how the business will be managed and results will be evaluated by the Chief Executive Officer, who is the Company’s chief operating decision maker. Following such review, our one reporting segment is North America, which includes our DSS, Aquaterra, and Mountain Valley businesses. The Other category includes our corporate oversight function and other miscellaneous expenses. Segment reporting results have been recast to reflect these changes for all periods presented. Significant Accounting Policies Included in Note 1 of the 2023 Annual Report is a summary of the Company’s significant accounting policies. Provided below is a summary of additional accounting policies that are significant to the financial results of the Company. Cost of Sales We record costs associated with the manufacturing of our products in cost of sales. Shipping and handling costs incurred to store, prepare and move products between production facilities or from production facilities to branch locations or storage facilities are recorded in Cost of sales in the Consolidated Statements of Operations. Shipping and handling costs incurred to deliver products from our branch locations to the end-user consumer of those products are recorded in Selling, general and administrative ("SG&A") expenses in the Consolidated Statements of Operations. All other costs incurred in the shipment of products from our production facilities to customer locations are reflected in Cost of sales in the Consolidated Statements of Operations. Shipping and handling costs included in SG&A expenses were $124.6 million and $245.7 million for the three and six months ended June 29, 2024, respectively, and $114.4 million and $227.7 million for the three and six months ended July 1, 2023, respectively. Finished goods inventory costs include the cost of direct labor and materials and the applicable share of overhead expense chargeable to production. Derivative Financial Instruments We use foreign exchange forward contracts ("foreign exchange contracts") to manage the foreign exchange risk associated with the principal balance of our €450.0 million 3.875% senior notes due October 31, 2028 (the "2028 Notes"). Foreign exchange forward contracts are agreements to buy or sell a quantity of a currency at a predetermined future date, and at a predetermined rate or price. All derivative instruments are recorded at fair value in the Consolidated Balance Sheets. We exclude forward points from our assessment of hedge effectiveness and amortize them on a straight-line basis over the life of the derivative financial instruments in Other expense, net in the Consolidated Statements of Operations. The difference between fair value changes of the excluded component and the amount amortized to Other expense, net is recorded in Accumulated other comprehensive loss ("AOCI") on the Consolidated Balance Sheets. We do not use derivative financial instruments for trading or speculative purposes. We manage credit risk related to the derivative financial instruments by requiring high credit standards for our counterparties. Refer to Note 12 to the Consolidated Financial Statements for further information on our derivative financial instruments. Concentration of Credit Risk The Company’s financial instruments that are exposed to concentrations of credit risk consist primarily of cash and cash equivalents. As of June 29, 2024 and December 30, 2023, cash and cash equivalents were maintained at major financial institutions in the United States, and current deposits are in excess of insured limits. The Company believes these institutions have sufficient assets and liquidity to conduct their operations in the ordinary course of business with little or no credit risk to the Company. The Company has not experienced any losses in such accounts. Recently Adopted Accounting Pronouncements The Company did not adopt any new accounting pronouncements during the three and six months ended June 29, 2024. Recently Issued Accounting Pronouncements Not Yet Adopted Update ASU 2023-06 – Disclosure Improvements - Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative In October 2023, the FASB issued guidance to modify the disclosure and presentation requirements of a variety of codification topics by aligning them with the SEC’s regulations. This guidance is effective for the Company no later than June 30, 2027. We are currently assessing the impact of adoption of this standard on our Consolidated Financial Statements. Update ASU 2023-07 – Segment Reporting (Topic 280) - Improvements to Reportable Segment Disclosures In November 2023, the FASB issued guidance to improve the disclosures about a public entity’s reportable segments and provide for the disclosure of additional and more detailed information about a reportable segment’s expenses. This guidance is effective for the Company for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. The amendments in this update should be applied retrospectively to all prior periods presented in the financial statements. Early adoption is permitted. We are currently assessing the impact of adoption of this standard on our Consolidated Financial Statements. Update ASU 2023-09 – Income Taxes (Topic 740) - Improvements to Income Tax Disclosures In December 2023, the FASB issued guidance to enhance the transparency and decision usefulness of income tax disclosures through improvements to disclosures primarily related to the rate reconciliation and income taxes paid information. This guidance is effective for the Company for annual periods beginning after December 15, 2024. Early adoption is permitted. We are currently assessing the impact of adoption of this standard on our Consolidated Financial Statements. |
Discontinued Operations
Discontinued Operations | 6 Months Ended |
Jun. 29, 2024 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | Discontinued Operations International Businesses On December 29, 2023, the Company completed the European Divestiture for aggregate deal consideration of $575.0 million, adjusted for customary purchase price adjustments resulting in total cash consideration of $565.9 million (see Note 1 to the Consolidated Financial Statements). The European Divestiture excluded the Other International Businesses. This deal is the first of several transactions that will occur in 2024 as part of a Board-approved plan to sell all of our international businesses representing a strategic shift in our operations. Accordingly, the International Businesses are presented herein as discontinued operations for all periods presented. In connection with the European Divestiture, the Company and the purchaser entered into a transition services agreement pursuant to which the purchaser will provide certain information technology and shared service center services to the Company for various periods. For the three and six months ended June 29, 2024, these services were not material. On June 7, 2024, the Company completed the sale of its Aimia and Farrers businesses for aggregate deal consideration of $75.5 million, resulting in a loss on sale in the amount of $2.0 million which was recorded in Net income from discontinued operations, net of income taxes on the Consolidated Statements of Operations during the three and six months ended June 29, 2024. The major components of Net income from discontinued operations, net of income taxes in the accompanying Consolidated Statement of Operations include the following: For the Three Months Ended For the Six Months Ended (in millions of U.S. dollars) June 29, 2024 July 1, 2023 June 29, 2024 July 1, 2023 Revenue, net $ 74.1 $ 142.7 $ 153.2 $ 276.7 Cost of sales 39.1 65.2 85.4 129.9 Gross profit 35.0 77.5 67.8 146.8 Selling, general and administrative expenses 26.1 71.1 49.8 140.0 Loss on disposal of property, plant and equipment, net 0.9 0.3 1.0 0.3 Acquisition and integration expenses — (0.1) — 0.2 Operating income from discontinued operations 8.0 6.2 17.0 6.3 Other expense (income), net 0.1 (5.1) 0.1 (11.1) Loss on sale of discontinued operations 2.0 — 2.5 — Interest expense, net 0.5 1.0 1.1 1.6 Income from discontinued operations, before income taxes $ 5.4 $ 10.3 $ 13.3 $ 15.8 Income tax expense 2.7 2.6 4.3 5.5 Net income from discontinued operations, net of income taxes $ 2.7 $ 7.7 $ 9.0 $ 10.3 Assets and liabilities of discontinued operations presented in the accompanying Consolidated Balance Sheets as of June 29, 2024 and December 30, 2023 include the following: (in millions of U.S. dollars) June 29, 2024 December 30, 2023 ASSETS Cash and cash equivalents $ 12.2 $ 22.6 Accounts receivable, net of allowance of $4.9 ($3.4 as of December 30, 2023) 53.4 67.4 Inventories 13.8 31.9 Prepaid expenses and other current assets 2.5 6.8 Current assets of discontinued operations $ 81.9 $ 128.7 Property, plant and equipment, net 82.0 83.7 Operating lease right-of-use-assets 28.7 37.9 Goodwill 26.5 48.5 Intangible assets, net 28.1 61.5 Other long-term assets, net 1 (6.9) (6.0) Long-term assets of discontinued operations $ 158.4 $ 225.6 LIABILITIES Short-term borrowings $ 20.4 $ 18.4 Current maturities of long-term debt 3.2 3.5 Accounts payable and accrued liabilities 62.0 83.4 Current operating lease obligations 3.7 4.6 Current liabilities of discontinued operations $ 89.3 $ 109.9 Long-term debt 8.9 9.2 Operating lease obligations 22.7 33.6 Deferred tax liabilities — 7.0 Other long-term liabilities 2.2 2.4 Long-term liabilities of discontinued operations $ 33.8 $ 52.2 ________________________________ 1 Includes the impairment recorded to reduce the carrying value of the Other International Businesses to the fair value less costs to sell. |
Revenue
Revenue | 6 Months Ended |
Jun. 29, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Revenue Our principal sources of revenue are from bottled water delivery direct to consumers primarily in North America from providing multi-gallon purified bottled water, self-service refill drinking water and water dispensers through retailers in North America. Revenue is recognized, net of sales returns, when a customer obtains control of promised goods or services in an amount that reflects the consideration we expect to receive in exchange for those goods or services. We measure revenue based on the consideration specified in the customer arrangement, and revenue is recognized when the performance obligations in the customer arrangement are satisfied. A performance obligation is a contractual promise to transfer a distinct service to the customer. The transaction price of a contract is allocated to each distinct performance obligation and recognized as revenue when the customer receives the benefit of the performance obligation. Customers typically receive the benefit of our services as they are performed. Substantially all our customer contracts require that we be compensated for services performed to date. This may be upon shipment of goods or upon delivery to the customer, depending on contractual terms. Shipping and handling costs paid by the customer to us are included in revenue and costs incurred by us for shipping and handling activities that are performed after a customer obtains control of the product are accounted for as fulfillment costs. In addition, we exclude from net revenue and cost of sales taxes assessed by governmental authorities on revenue-producing transactions. Although we occasionally accept returns of products from our customers, historically returns have not been material. Contract Estimates The nature of certain of our contracts give rise to variable consideration including cash discounts, volume-based rebates, point of sale promotions, and other promotional discounts to certain customers. For all promotional programs and discounts, we estimate the rebate or discount that will be granted to the customer and record an accrual upon invoicing. These estimated rebates or discounts are included in the transaction price of our contracts with customers as a reduction to net revenues and are included as accrued sales incentives in Accounts payable and accrued liabilities in the Consolidated Balance Sheets. This methodology is consistent with the manner in which we historically estimated and recorded promotional programs and discounts. Accrued sales incentives were $10.9 million and $7.7 million as of June 29, 2024 and December 30, 2023, respectively. We do not disclose the value of unsatisfied performance obligations for contracts (i) with an original expected length of one year or less or (ii) for which we recognize revenue at the amount in which we have the right to invoice as the product is delivered. Contract Balances The Company does not have any material contract assets or liabilities as of June 29, 2024 and December 30, 2023. Disaggregated Revenue In general, our business segmentation is aligned according to the nature and economic characteristics of our products and customer relationships and provides meaningful disaggregation of each business segment’s results of operations. Further disaggregation of net revenue to external customers by geographic area based on customer location is as follows: For the Three Months Ended For the Six Months Ended (in millions of U.S. dollars) June 29, 2024 July 1, 2023 June 29, 2024 July 1, 2023 United States $ 467.2 $ 433.3 $ 903.0 $ 830.1 Canada 17.8 17.3 33.7 33.0 All other countries — — 0.3 — Total $ 485.0 $ 450.6 $ 937.0 $ 863.1 |
Share-based Compensation
Share-based Compensation | 6 Months Ended |
Jun. 29, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Share-based Compensation | Share-based Compensation During the three and six months ended June 29, 2024, we granted 46,991 common shares with an aggregate grant date fair value of approximately $1.2 million to the non-management members of our Board of Directors under the Amended and Restated Primo Water Corporation Equity Incentive Plan. The common shares were issued in consideration of the directors’ annual board retainer fee and are fully vested upon issuance. |
Interest Expense, Net
Interest Expense, Net | 6 Months Ended |
Jun. 29, 2024 | |
Banking and Thrift, Interest [Abstract] | |
Interest Expense, Net | Interest Expense, Net The following table summarizes Interest expense, net for the three and six months ended June 29, 2024 and July 1, 2023: For the Three Months Ended For the Six Months Ended (in millions of U.S. dollars) June 29, 2024 July 1, 2023 June 29, 2024 July 1, 2023 Interest on short-term debt $ 0.9 $ 4.3 $ 1.1 $ 8.0 Interest on long-term debt 12.9 13.0 25.8 25.9 Other interest expense 1.6 1.5 3.2 3.1 Interest income (6.2) — (10.9) — Total $ 9.2 $ 18.8 $ 19.2 $ 37.0 |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 29, 2024 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Income tax expense was $14.0 million on pre-tax income of $27.3 million for the three months ended June 29, 2024, as compared to income tax expense of $8.4 million on pre-tax income of $22.0 million in the comparable prior year period. Income tax expense was $23.5 million on pre-tax income of $55.5 million for the six months ended June 29, 2024, as compared to income tax expense of $8.7 million on pre-tax income of $25.5 million in the comparable prior year period. The effective income tax rate for the three and six months ended June 29, 2024 was 51.3% and 42.3%, respectively, compared to 38.2% and 34.1%, respectively, in the comparable prior year period. The effective tax rate for the three and six months ended June 29, 2024 varied from the effective tax rate in the comparable prior year period due primarily to increased non-deductible expenses in the US. The effective tax rate for the three and six months ended June 29, 2024 varied from applicable statutory tax rates due primarily to losses in tax jurisdictions for which no tax benefit was recognized due to existing valuation allowances and income in tax jurisdictions with tax rates lower than the Canadian statutory tax rate. |
Common Shares and Net Income pe
Common Shares and Net Income per Common Share | 6 Months Ended |
Jun. 29, 2024 | |
Earnings Per Share [Abstract] | |
Common Shares and Net Income per Common Share | Common Shares and Net Income per Common Share Common Shares On August 9, 2023, our Board of Directors approved a share repurchase program for up to $50.0 million of our outstanding common shares. Upon the closing of the European Divestiture on December 29, 2023, an incremental $25.0 million share repurchase was authorized, revising the total share repurchase authorization to $75.0 million. For the three and six months ended June 29, 2024, we repurchased 349,952 and 932,896 common shares for approximately $6.8 million and $15.9 million, respectively, through open market transactions under this repurchase plan. On August 9, 2022, our Board of Directors approved a share repurchase program for up to $100.0 million of our outstanding common shares over a 12-month period that expired on August 14, 2023. For the three and six months ended July 1, 2023, we repurchased 160,098 and 1,272,612 common shares for approximately $2.4 million and $19.0 million, respectively, through open market transactions under this repurchase plan. Shares purchased under these repurchase plans were subsequently canceled. We have currently paused our share repurchase program in light of Primo Water's pending transaction with BlueTriton Brands. Net Income per Common Share Basic net income per common share is calculated by dividing net income by the weighted-average number of common shares outstanding during the periods presented. Diluted net income per common share is calculated by dividing net income by the weighted-average number of common shares outstanding adjusted to include the effect, if dilutive, of the exercise of in-the-money stock options, performance-based RSUs, and time-based RSUs during the periods presented. The components of weighted-average basic and diluted shares outstanding are below: For the Three Months Ended For the Six Months Ended (in thousands) June 29, 2024 July 1, 2023 June 29, 2024 July 1, 2023 Weighted-average common shares outstanding - basic 160,112 159,196 159,843 159,465 Dilutive effect of Stock Options 480 192 421 266 Dilutive effect of Performance based RSUs 294 — 355 103 Dilutive effect of Time-based RSUs 498 512 422 498 Weighted-average common shares outstanding - diluted 161,384 159,900 161,041 160,332 The following table summarizes anti-dilutive securities excluded from the computation of diluted net income per common share for the periods indicated: For the Three Months Ended For the Six Months Ended (in thousands) June 29, 2024 July 1, 2023 June 29, 2024 July 1, 2023 Stock Options — 2,219 — 1,984 Performance-based RSUs 1 1,453 1,175 1,453 1,175 Time-based RSUs 2 — — — — ______________________ 1 Performance-based RSUs represent the number of shares expected to be issued based primarily on the estimated achievement of performance targets for these awards. 2 Time-based RSUs represent the number of shares expected to be issued based on known employee retention information. |
Segment Reporting
Segment Reporting | 6 Months Ended |
Jun. 29, 2024 | |
Segment Reporting [Abstract] | |
Segment Reporting | Segment Reporting Our broad portfolio of products includes bottled water, water dispensers, purified bottled water, self-service refill drinking water, filtration units, premium spring, sparkling and flavored essence water, mineral water, and coffee. During the fourth quarter of 2023, we reviewed and realigned our reporting segments to exclude the businesses within discontinued operations. Our sole reporting segment is North America, which includes DSS, Aquaterra, and Mountain Valley Spring businesses. The Other category includes our corporate oversight function and other miscellaneous expenses. Segment reporting results have been recast to reflect these changes for all periods presented. For the Three Months Ended June 29, 2024 (in millions of U.S. dollars) North America Other Total Revenue, net $ 484.8 $ 0.2 $ 485.0 Depreciation and amortization 49.2 0.5 49.7 Operating income (loss) 72.9 (33.7) 39.2 Additions to property, plant and equipment 37.2 0.1 37.3 For the Six Months Ended June 29, 2024 (in millions of U.S. dollars) North America Other Total Revenue, net $ 936.4 $ 0.6 $ 937.0 Depreciation and amortization 97.0 0.9 97.9 Operating income (loss) 124.3 (49.5) 74.8 Additions to property, plant and equipment 74.1 0.8 74.9 For the Three Months Ended July 1, 2023 (in millions of U.S. dollars) North America Other Total Revenue, net $ 450.5 $ 0.1 $ 450.6 Depreciation and amortization 46.8 0.4 47.2 Operating income (loss) 57.3 (15.9) 41.4 Additions to property, plant and equipment 26.6 0.4 27.0 For the Six Months Ended July 1, 2023 (in millions of U.S. dollars) North America Other Total Revenue, net $ 862.8 $ 0.3 $ 863.1 Depreciation and amortization 93.6 0.7 94.3 Operating income (loss) 92.0 (29.2) 62.8 Additions to property, plant and equipment 68.7 0.5 69.2 Revenues by channel by reporting segment were as follows: For the Three Months Ended June 29, 2024 (in millions of U.S. dollars) North America Other Total Revenue, net Water Direct/Water Exchange $ 368.2 $ — $ 368.2 Water Refill/Water Filtration 61.8 — 61.8 Other Water 1 22.2 — 22.2 Water Dispensers 13.2 — 13.2 Other 19.4 0.2 19.6 Total $ 484.8 $ 0.2 $ 485.0 For the Six Months Ended June 29, 2024 (in millions of U.S. dollars) North America Other Total Revenue, net Water Direct/Water Exchange $ 707.6 $ — $ 707.6 Water Refill/Water Filtration 119.8 — 119.8 Other Water 1 39.9 — 39.9 Water Dispensers 30.0 — 30.0 Other 39.1 0.6 39.7 Total $ 936.4 $ 0.6 $ 937.0 For the Three Months Ended July 1, 2023 (in millions of U.S. dollars) North America Other Total Revenue, net Water Direct/Water Exchange $ 342.9 $ — $ 342.9 Water Refill/Water Filtration 55.4 — 55.4 Other Water 1 11.9 — 11.9 Water Dispensers 16.7 — 16.7 Other 23.6 0.1 23.7 Total $ 450.5 $ 0.1 $ 450.6 For the Six Months Ended July 1, 2023 (in millions of U.S. dollars) North America Other Total Revenue, net Water Direct/Water Exchange $ 655.3 $ — $ 655.3 Water Refill/Water Filtration 107.6 — 107.6 Other Water 1 23.2 — 23.2 Water Dispensers 29.4 — 29.4 Other 47.3 0.3 47.6 Total $ 862.8 $ 0.3 $ 863.1 ______________________ 1 Primarily Mountain Valley retail and on-premise revenue. |
Inventories
Inventories | 6 Months Ended |
Jun. 29, 2024 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories The following table summarizes inventories as of June 29, 2024 and December 30, 2023: (in millions of U.S. dollars) June 29, 2024 December 30, 2023 Raw materials $ 27.6 $ 30.4 Finished goods 9.8 6.8 Resale items 9.9 10.1 Total $ 47.3 $ 47.3 |
Accumulated Other Comprehensive
Accumulated Other Comprehensive (Loss) Income | 6 Months Ended |
Jun. 29, 2024 | |
Equity [Abstract] | |
Accumulated Other Comprehensive (Loss) Income | Accumulated Other Comprehensive (Loss) Income Changes in AOCI by component for the three and six months ended June 29, 2024 and July 1, 2023 were as follows: (in millions of U.S. dollars) 1 Gains and Losses Pension Currency Total Balance as of March 30, 2024 $ (0.7) $ (0.8) $ (109.8) $ (111.3) OCI before reclassifications (0.2) — (1.8) (2.0) Amounts reclassified from AOCI 1.7 — (1.4) 0.3 Net current-period OCI 1.5 — (3.2) (1.7) Balance as of June 29, 2024 $ 0.8 $ (0.8) $ (113.0) $ (113.0) Balance as of December 30, 2023 $ — $ (0.8) $ (104.3) $ (105.1) OCI before reclassifications (2.5) — (7.3) (9.8) Amounts reclassified from AOCI 3.3 — (1.4) 1.9 Net current-period OCI 0.8 — (8.7) (7.9) Balance as of June 29, 2024 $ 0.8 $ (0.8) $ (113.0) $ (113.0) Balance as of April 1, 2023 $ — $ 1.2 $ (90.0) $ (88.8) OCI before reclassifications — — (0.6) (0.6) Amounts reclassified from AOCI — 0.6 — 0.6 Net current-period OCI — 0.6 (0.6) — Balance as of July 1, 2023 $ — $ 1.8 $ (90.6) $ (88.8) Balance as of December 31, 2022 $ — $ 1.2 $ (83.4) $ (82.2) OCI before reclassifications — — (7.2) (7.2) Amounts reclassified from AOCI — 0.6 — 0.6 Net current-period OCI — 0.6 (7.2) (6.6) Balance as of July 1, 2023 $ — $ 1.8 $ (90.6) $ (88.8) ______________________ 1 All amounts are net of tax. Amounts in parentheses indicate debits. (in millions of U.S. dollars) For the Three Months Ended For the Six Months Ended Affected Line Item in the Statement Where Net Income Is Presented Details of AOCI Components June 29, 2024 July 1, 2023 June 29, 2024 July 1, 2023 Gains and losses on derivative instruments Foreign exchange contracts 1 $ (1.7) $ — $ (3.3) $ — Other expense, net $ (1.7) $ — $ (3.3) $ — Net of tax Amortization of pension benefit plan items Recognized actuarial losses 2 $ — $ (0.6) $ — $ (0.6) Other expense, net $ — $ (0.6) $ — $ (0.6) Net of tax Foreign currency translation adjustments 3 $ 1.4 $ — $ 1.4 $ — Loss on sale of discontinued operations Total reclassifications for the period $ (0.3) $ (0.6) $ (1.9) $ (0.6) Net of tax 1 During the three and six months ended June 29, 2024, $2.3 million and $4.5 million of losses, respectively, were reclassified from AOCI related to the amounts excluded from the effectiveness testing recognized in earnings for the foreign exchange forward contracts. The effect of the loss was included in Other expense, net on the Consolidated Statements of Operations. The tax impact of the losses of $0.6 million and $1.2 million, respectively, was recorded within Income tax expense on the Consolidated Statements of Operations. 2 During the three and six months ended July 1, 2023, $0.6 million was reclassified from AOCI due to the recognition of unrealized losses resulting from the distribution of the assets of the U.S. defined benefit plan. The effect of the loss was included in Other expense, net on the Consolidated Statements of Operations during the second quarter. The settlement did not have a material impact on the financial statements. 3 During the three and six months ended June 29, 2024, the amount relates to the foreign currency translation balances recognized in earnings in connection with the sale of the Aimia and Farrers businesses included in Net income from discontinued operations, net of income taxes on the Consolidated Statement of Operations. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 29, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies We are subject to various claims and legal proceedings with respect to matters such as governmental regulations and other actions arising out of the normal course of business. Management believes that the resolution of these matters will not have a material adverse effect on our financial position, results of operations, or cash flow. As of June 29, 2024 and December 30, 2023, we had $65.9 million and $66.7 million, respectively, in standby letters of credit outstanding. Guarantees After the sale of our legacy carbonated soft drink and juice business in January 2018, we have continued to provide contractual payment guarantees to two third-party lessors of certain real property used in these businesses. The leases were conveyed to the buyer as part of the sale, but our guarantee was not released by the landlord. The two lease agreements mature in 2027 and 2028. The maximum potential amount of undiscounted future payments under the guarantee is approximately $9.3 million as of June 29, 2024, which was calculated based on the minimum lease payments of the leases over the remaining term of the agreements. The sale documents require the buyer to pay all p ost-closing obligations under these conveyed leases, and to reimburse us if the landlord calls on a guarantee. The buyer has also agreed to a covenant to negotiate with the landlords for a release of our guarantees. We currently do not believe it is probable we would be required to perform under any of these guarantees or any of the underlying obligations. |
Hedging Transactions and Deriva
Hedging Transactions and Derivative Financial Instruments | 6 Months Ended |
Jun. 29, 2024 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Hedging Transactions and Derivative Financial Instruments | Hedging Transactions and Derivative Financial Instruments We are directly and indirectly affected by changes in foreign currency market conditions. These changes in market conditions may adversely impact our financial performance and are referred to as market risks. When deemed appropriate by management, we use derivatives as a risk management tool to mitigate the potential impact of foreign currency market risks. We use foreign exchange forward contracts to manage the foreign exchange risk associated with the principal balance of our 2028 Notes. Forward contracts are agreements to buy or sell a quantity of a currency at a predetermined future date, and at a predetermined rate or price and are traded over-the-counter. All derivatives are carried at fair value in the Consolidated Balance Sheets in the line item Other long-term assets, net or Other long-term liabilities. The carrying values of the derivatives reflect the impact of legally enforceable agreements with the same counterparties. These agreements allow us to net settle positive and negative positions (assets and liabilities) arising from different transactions with the same counterparty. The accounting for gains and losses that result from changes in the fair values of derivative instruments depends on whether the derivatives have been designated and qualify as hedging instruments and the types of hedging relationships. Derivatives can be designated as fair value hedges, cash flow hedges or hedges of net investments in foreign operations. The changes in the fair values of derivatives that have been designated and qualify for fair value hedge accounting are recorded in the same line item in our Consolidated Statements of Operations as the changes in the fair value of the hedged items attributable to the risk being hedged. Due to the high degree of effectiveness between the hedging instruments and the underlying exposures being hedged, fluctuations in the value of the derivative instruments are generally offset by changes in the fair values or cash flows of the underlying exposures being hedged. The changes in fair values of derivatives that were not designated and/or did not qualify as hedging instruments are immediately recognized into earnings. We classify cash inflows and outflows related to derivative and hedging instruments within the appropriate cash flows section associated with the item being hedged. For derivatives that will be accounted for as hedging instruments, we formally designate and document, at inception, the financial instrument as a hedge of a specific underlying exposure, the risk management objective and the strategy for undertaking the hedge transaction. In addition, we formally assess both at the inception and at least quarterly thereafter, whether the financial instruments used in hedging transactions are highly effective at offsetting changes in either the fair values or cash flows of the related underlying exposures. We estimate the fair values of our derivatives based on quoted market prices or pricing models using current market rates. The notional amounts of the derivative financial instruments do not necessarily represent amounts exchanged by the parties and, therefore, are not a direct measure of our exposure to the financial risks described above. The amounts exchanged are calculated by reference to the notional amounts and by other terms of the derivatives, such as interest rates, foreign currency exchange rates or other financial indices. We do not view the fair values of our derivatives in isolation, but rather in relation to the fair values or cash flows of the underlying hedged transactions. All of our derivatives are over-the-counter instruments with liquid markets. Credit Risk Associated with Derivatives We have established strict counterparty credit guidelines and enter into transactions only with financial institutions of investment grade or better. We monitor counterparty exposures regularly and review promptly any downgrade in counterparty credit rating. We mitigate pre-settlement risk by being permitted to net settle for transactions with the same counterparty. To minimize the concentration of credit risk, we enter into derivative transactions with a portfolio of financial institutions. Based on these factors, we consider the risk of counterparty default to be minimal. Fair Value Hedging Strategy On January 2, 2024, we entered into foreign exchange contracts with a notional amount of €450.0 million ($481.5 million at exchange rates in effect on June 29, 2024) and a maturity date of October 31, 2025. We are utilizing the derivative financial instruments to hedge foreign exchange risk associated with our 2028 Notes. We designated the foreign exchange contracts as fair value hedges. The foreign exchange contracts are recognized in the Consolidated Balance Sheets at fair value and changes in the fair value of the foreign exchange contracts are recorded in the same line as the hedged item, which is Other expense, net in the Consolidated Statements of Operations. We exclude forward points from our assessment of hedge effectiveness and amortize them on a straight-line basis over the life of the hedging instruments in Other expense, net in the Consolidated Statements of Operations. The difference between fair value changes of the excluded component and the amount amortized to Other expense, net is recorded in AOCI on the Consolidated Balance Sheets. The following amount was recorded on the Consolidated Balance Sheets related to hedged item as of June 29, 2024: (in millions of U.S. dollars) June 29, 2024 Line Item in Consolidated Balance Sheets in Which the Hedged Item Is Included Carrying Amount of the Hedged Liability Long-term debt 1 $ (481.5) ______________________ 1 Carrying amount is gross of unamortized debt issuance costs as of June 29, 2024. The fair value of our derivative liabilities included in Other long-term liabilities as of June 29, 2024 was as follows: (in millions of U.S. dollars) June 29, 2024 Derivative Contract Assets Liabilities Foreign exchange contracts $ — $ (16.2) The amount of gains or (losses) recognized in Other expense, net in the Consolidated Statements of Operations for fair value hedging relationships, presented on a pre-tax basis, for the three and six months ended June 29, 2024 is shown in the table below: (in millions of U.S. dollars) For the Three Months Ended June 29, 2024 For the Six Months Ended June 29, 2024 Foreign exchange contracts Hedged Item $ 4.5 $ 17.9 Derivative designated as hedging instrument $ (4.5) $ (12.8) Amount reclassed from AOCI to expense (amortized) $ (2.3) $ (4.5) The amount of gains or (losses), net of tax, recognized in our Condensed Consolidated Statements of Comprehensive Income (Loss) for fair value hedging relationships for the three and six months ended June 29, 2024 is shown in the table below: (in millions of U.S. dollars) For the Three Months Ended June 29, 2024 For the Six Months Ended June 29, 2024 Foreign exchange contracts Amount excluded from the assessment of effectiveness 1 $ (0.2) $ (2.5) ______________________ 1 Amount is net of tax impact of $0.1 million and $0.9 million for the three and six months ended June 29, 2024, respectively. There were no settlements of our derivative instruments during the three and six months ended June 29, 2024. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 29, 2024 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements FASB Accounting Standards Codification Topic 820, Fair Value Measurements and Disclosures defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. Additionally, the inputs used to measure fair value are prioritized based on a three-level hierarchy. This hierarchy requires entities to maximize the use of observable inputs and minimize the use of unobservable inputs. The three levels of inputs used to measure fair value are as follows: • Level 1—Quoted prices in active markets for identical assets or liabilities. • Level 2—Observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data. • Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. This includes certain pricing models, discounted cash flow methodologies and similar techniques that use significant unobservable inputs. Our derivat ive assets and liabilities repres ent Level 2 instruments. Level 2 instruments are valued based on observable inputs for quoted prices for similar assets and liabilities in active markets. The fair value for the net derivative liabilities as of June 29, 2024 was $16.2 million. We had no derivative assets as of June 29, 2024. Fair Value of Financial Instruments The carrying amounts reflected in the Consolidated Balance Sheets for cash and cash equivalents, receivables, payables, short-term borrowings, and long-term debt approximate their respective fair values, except as otherwise indicated. The carrying values and estimated fair values of our significant outstanding debt as of June 29, 2024 and December 30, 2023 were as follows: June 29, 2024 December 30, 2023 (in millions of U.S. dollars) Carrying Fair Carrying Fair 3.875% senior notes due in 2028 1,2 $ 477.3 $ 451.3 $ 494.6 $ 477.5 4.375% senior notes due in 2029 1,2 743.4 689.4 742.8 683.1 Total $ 1,220.7 $ 1,140.7 $ 1,237.4 $ 1,160.6 ______________________ 1 The fair values were based on the trading levels and bid/offer prices observed by a market participant and are considered Level 2 financial instruments. 2 Carrying value of our significant outstanding debt is net of unamortized debt issuance costs as of June 29, 2024 and December 30, 2023. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 29, 2024 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events On August 6, 2024, our Board of Directors declared a dividend of $0.09 per share on common shares, payable in cash on September 5, 2024, to shareowners of record at the close of business on August 22, 2024. On July 11, 2024, the Company entered into the third amendment to the credit agreement governing our senior secured revolving credit facility. The amendment extends the maturity date to September 30, 2026 with no change to the initial aggregate availability of $350.0 million. We are currently assessing the impact on our Consolidated Financial Statements. On July 3, 2024, the Company completed the sale of our Portugal business, resulting in total cash consideration to the Company of $19.2 million. We are currently assessing the impact on our Consolidated Financial Statements. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2024 | Jul. 01, 2023 | Jun. 29, 2024 | Jul. 01, 2023 | |
Pay vs Performance Disclosure | ||||
Net of tax | $ 16 | $ 21.3 | $ 41 | $ 27.1 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Jun. 29, 2024 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Business and Recent Accountin_2
Business and Recent Accounting Pronouncements - (Policies) | 6 Months Ended |
Jun. 29, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying interim unaudited Consolidated Financial Statements have been prepared in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X and in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial reporting. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair statement of our results of operations for the interim periods reported and of our financial condition as of the date of the interim balance sheet have been included. The Consolidated Balance Sheet as of December 30, 2023 included herein was derived from the audited Consolidated Financial Statements included in our Annual Report on Form 10-K for the fiscal year ended December 30, 2023 (the “2023 Annual Report”). This Quarterly Report on Form 10-Q should be read in conjunction with the annual audited Consolidated Financial Statements and accompanying notes in the 2023 Annual Report. The accounting policies used in these interim unaudited Consolidated Financial Statements are consistent with those used in the annual Consolidated Financial Statements. |
Pending Transaction with BlueTriton Brands | Pending Transaction with BlueTriton Brands On June 16, 2024, Primo Water entered into an Arrangement Agreement and Plan of Merger (the “Arrangement Agreement”) by and among Primo Water, Triton Water Parent, Inc., a corporation incorporated under the laws of Delaware (“BlueTriton Brands”), Triton US HoldCo, Inc., a corporation incorporated under the laws of Delaware and a wholly-owned subsidiary of BlueTriton Brands (“NewCo”), Triton Merger Sub 1, Inc., a corporation incorporated under the laws of Delaware and direct, wholly‑owned subsidiary of NewCo (“Merger Sub”) and 1000922661 Ontario Inc., a corporation organized under the laws of the Province of Ontario and a direct, wholly‑owned subsidiary of NewCo (“Amalgamation Sub”). The Arrangement Agreement provides that, subject to the terms and conditions set forth therein, (i) Amalgamation Sub will acquire all of the issued and outstanding shares of Primo Water in a court-approved plan of arrangement (the “Plan of Arrangement”) in exchange for shares of NewCo, followed immediately by an amalgamation of the Company and Amalgamation Sub, with Primo Water surviving as a wholly-owned subsidiary of NewCo (collectively, the “Arrangement”), (ii) immediately following the Arrangement, Merger Sub will be merged with and into BlueTriton Brands (the “Merger”), with |
Discontinued Operations | Discontinued Operations On November 2, 2023, Primo entered into a Share Purchase Agreement (the “Purchase Agreement”) with a subsidiary of the Culligan Group providing for the sale of Carbon Luxembourg S.à.r.l. and certain of its subsidiaries (the "European Business"). On December 29, 2023, Primo completed the sale of the European Business for aggregate deal consideration of $575.0 million, adjusted for customary purchase price adjustments resulting in total cash consideration of $565.9 million (the “European Divestiture”). The European Divestiture did not include Primo's interests in Aimia Foods Limited (“Aimia”), Decantae Mineral Water Limited (“Decantae”), Fonthill Waters Ltd (“Fonthill”), John Farrer & Company Limited (“Farrers”), and the portions of the Eden Springs Netherlands B.V. business located in the United Kingdom, Israel, and Portugal (collectively the "Other International Businesses"). On June 7, 2024, Primo sold its interest in the Aimia and Farrers businesses, and on July 3, 2024, Primo sold the Portugal business. The European Business and the Other International Businesses are collectively the "International Businesses." These deals are a part of several transactions occurring in 2024 as part of a Board-approved plan to sell all of our international businesses, representing a strategic shift in our operations. Accordingly, the International Businesses are presented herein as discontinued operations. For all periods presented, the operating results associated with the International Businesses have been reclassified into Net income from discontinued operations, net of income taxes in the Consolidated Statements of Operations and the assets and liabilities associated with this business have been reflected as current and long-term assets and liabilities of discontinued operations in the Consolidated Balance Sheets. Cash flows from the Company’s discontinued operations are presented in the Consolidated Statements of Cash Flows for all periods presented. The Notes to Consolidated Financial Statements are presented on a continuing operations basis unless otherwise noted. See Note 2 to the Consolidated Financial Statements for additional information on discontinued operations. |
Cost of Sales | Cost of Sales We record costs associated with the manufacturing of our products in cost of sales. Shipping and handling costs incurred to store, prepare and move products between production facilities or from production facilities to branch locations or storage facilities are recorded in Cost of sales in the Consolidated Statements of Operations. Shipping and handling costs incurred to deliver products from our branch locations to the end-user consumer of those products are recorded in Selling, general and administrative ("SG&A") expenses in the Consolidated Statements of Operations. All other costs incurred in the shipment of products from our production facilities to customer locations are reflected in Cost of sales in the Consolidated Statements of Operations. Shipping and handling costs included in SG&A expenses were $124.6 million and $245.7 million for the three and six months ended June 29, 2024, respectively, and $114.4 million and $227.7 million for the three and six months ended July 1, 2023, respectively. Finished goods inventory costs include the cost of direct labor and materials and the applicable share of overhead expense chargeable to production. |
Derivative Financial Instruments | Derivative Financial Instruments We use foreign exchange forward contracts ("foreign exchange contracts") to manage the foreign exchange risk associated with the principal balance of our €450.0 million 3.875% senior notes due October 31, 2028 (the "2028 Notes"). Foreign exchange forward contracts are agreements to buy or sell a quantity of a currency at a predetermined future date, and at a predetermined rate or price. All derivative instruments are recorded at fair value in the Consolidated Balance Sheets. We exclude forward points from our assessment of hedge effectiveness and amortize them on a straight-line basis over the life of the derivative financial instruments in Other expense, net in the Consolidated Statements of Operations. The difference between fair value changes of the excluded component and the amount amortized to Other expense, net is recorded in Accumulated other comprehensive loss ("AOCI") on the Consolidated Balance Sheets. We do not use derivative financial instruments for trading or speculative purposes. We manage credit risk related to the derivative financial instruments by requiring high credit standards for our counterparties. Refer to Note 12 to the Consolidated Financial Statements for further information on our derivative financial instruments. |
Concentration of Credit Risk | Concentration of Credit Risk The Company’s financial instruments that are exposed to concentrations of credit risk consist primarily of cash and cash equivalents. As of June 29, 2024 and December 30, 2023, cash and cash equivalents were maintained at major financial institutions in the United States, and current deposits are in excess of insured limits. The Company believes these institutions have sufficient assets and liquidity to conduct their operations in the ordinary course of business with little or no credit risk to the Company. The Company has not experienced any losses in such accounts. |
Recently Adopted Accounting Pronouncements and Recently Issued Accounting Pronouncements Not Yet Adopted | Recently Adopted Accounting Pronouncements The Company did not adopt any new accounting pronouncements during the three and six months ended June 29, 2024. Recently Issued Accounting Pronouncements Not Yet Adopted Update ASU 2023-06 – Disclosure Improvements - Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative In October 2023, the FASB issued guidance to modify the disclosure and presentation requirements of a variety of codification topics by aligning them with the SEC’s regulations. This guidance is effective for the Company no later than June 30, 2027. We are currently assessing the impact of adoption of this standard on our Consolidated Financial Statements. Update ASU 2023-07 – Segment Reporting (Topic 280) - Improvements to Reportable Segment Disclosures In November 2023, the FASB issued guidance to improve the disclosures about a public entity’s reportable segments and provide for the disclosure of additional and more detailed information about a reportable segment’s expenses. This guidance is effective for the Company for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. The amendments in this update should be applied retrospectively to all prior periods presented in the financial statements. Early adoption is permitted. We are currently assessing the impact of adoption of this standard on our Consolidated Financial Statements. Update ASU 2023-09 – Income Taxes (Topic 740) - Improvements to Income Tax Disclosures In December 2023, the FASB issued guidance to enhance the transparency and decision usefulness of income tax disclosures through improvements to disclosures primarily related to the rate reconciliation and income taxes paid information. This guidance is effective for the Company for annual periods beginning after December 15, 2024. Early adoption is permitted. We are currently assessing the impact of adoption of this standard on our Consolidated Financial Statements. |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 6 Months Ended |
Jun. 29, 2024 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of Discontinued Operations in Financial Statements | The major components of Net income from discontinued operations, net of income taxes in the accompanying Consolidated Statement of Operations include the following: For the Three Months Ended For the Six Months Ended (in millions of U.S. dollars) June 29, 2024 July 1, 2023 June 29, 2024 July 1, 2023 Revenue, net $ 74.1 $ 142.7 $ 153.2 $ 276.7 Cost of sales 39.1 65.2 85.4 129.9 Gross profit 35.0 77.5 67.8 146.8 Selling, general and administrative expenses 26.1 71.1 49.8 140.0 Loss on disposal of property, plant and equipment, net 0.9 0.3 1.0 0.3 Acquisition and integration expenses — (0.1) — 0.2 Operating income from discontinued operations 8.0 6.2 17.0 6.3 Other expense (income), net 0.1 (5.1) 0.1 (11.1) Loss on sale of discontinued operations 2.0 — 2.5 — Interest expense, net 0.5 1.0 1.1 1.6 Income from discontinued operations, before income taxes $ 5.4 $ 10.3 $ 13.3 $ 15.8 Income tax expense 2.7 2.6 4.3 5.5 Net income from discontinued operations, net of income taxes $ 2.7 $ 7.7 $ 9.0 $ 10.3 Assets and liabilities of discontinued operations presented in the accompanying Consolidated Balance Sheets as of June 29, 2024 and December 30, 2023 include the following: (in millions of U.S. dollars) June 29, 2024 December 30, 2023 ASSETS Cash and cash equivalents $ 12.2 $ 22.6 Accounts receivable, net of allowance of $4.9 ($3.4 as of December 30, 2023) 53.4 67.4 Inventories 13.8 31.9 Prepaid expenses and other current assets 2.5 6.8 Current assets of discontinued operations $ 81.9 $ 128.7 Property, plant and equipment, net 82.0 83.7 Operating lease right-of-use-assets 28.7 37.9 Goodwill 26.5 48.5 Intangible assets, net 28.1 61.5 Other long-term assets, net 1 (6.9) (6.0) Long-term assets of discontinued operations $ 158.4 $ 225.6 LIABILITIES Short-term borrowings $ 20.4 $ 18.4 Current maturities of long-term debt 3.2 3.5 Accounts payable and accrued liabilities 62.0 83.4 Current operating lease obligations 3.7 4.6 Current liabilities of discontinued operations $ 89.3 $ 109.9 Long-term debt 8.9 9.2 Operating lease obligations 22.7 33.6 Deferred tax liabilities — 7.0 Other long-term liabilities 2.2 2.4 Long-term liabilities of discontinued operations $ 33.8 $ 52.2 ________________________________ 1 Includes the impairment recorded to reduce the carrying value of the Other International Businesses to the fair value less costs to sell. |
Revenue - (Tables)
Revenue - (Tables) | 6 Months Ended |
Jun. 29, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Revenue by Geographic Area | Further disaggregation of net revenue to external customers by geographic area based on customer location is as follows: For the Three Months Ended For the Six Months Ended (in millions of U.S. dollars) June 29, 2024 July 1, 2023 June 29, 2024 July 1, 2023 United States $ 467.2 $ 433.3 $ 903.0 $ 830.1 Canada 17.8 17.3 33.7 33.0 All other countries — — 0.3 — Total $ 485.0 $ 450.6 $ 937.0 $ 863.1 |
Interest Expense, Net (Tables)
Interest Expense, Net (Tables) | 6 Months Ended |
Jun. 29, 2024 | |
Banking and Thrift, Interest [Abstract] | |
Schedule of Interest Expense | The following table summarizes Interest expense, net for the three and six months ended June 29, 2024 and July 1, 2023: For the Three Months Ended For the Six Months Ended (in millions of U.S. dollars) June 29, 2024 July 1, 2023 June 29, 2024 July 1, 2023 Interest on short-term debt $ 0.9 $ 4.3 $ 1.1 $ 8.0 Interest on long-term debt 12.9 13.0 25.8 25.9 Other interest expense 1.6 1.5 3.2 3.1 Interest income (6.2) — (10.9) — Total $ 9.2 $ 18.8 $ 19.2 $ 37.0 |
Common Shares and Net Income _2
Common Shares and Net Income per Common Share - (Tables) | 6 Months Ended |
Jun. 29, 2024 | |
Earnings Per Share [Abstract] | |
Schedule of Reconciliation of Numerator and Denominators of Basic and Diluted Net Income Per Common Share | The components of weighted-average basic and diluted shares outstanding are below: For the Three Months Ended For the Six Months Ended (in thousands) June 29, 2024 July 1, 2023 June 29, 2024 July 1, 2023 Weighted-average common shares outstanding - basic 160,112 159,196 159,843 159,465 Dilutive effect of Stock Options 480 192 421 266 Dilutive effect of Performance based RSUs 294 — 355 103 Dilutive effect of Time-based RSUs 498 512 422 498 Weighted-average common shares outstanding - diluted 161,384 159,900 161,041 160,332 |
Schedule of the Anti-dilutive Securities Excluded from the Computation of Diluted Net Income Per Common Share | The following table summarizes anti-dilutive securities excluded from the computation of diluted net income per common share for the periods indicated: For the Three Months Ended For the Six Months Ended (in thousands) June 29, 2024 July 1, 2023 June 29, 2024 July 1, 2023 Stock Options — 2,219 — 1,984 Performance-based RSUs 1 1,453 1,175 1,453 1,175 Time-based RSUs 2 — — — — ______________________ 1 Performance-based RSUs represent the number of shares expected to be issued based primarily on the estimated achievement of performance targets for these awards. 2 Time-based RSUs represent the number of shares expected to be issued based on known employee retention information. |
Segment Reporting - (Tables)
Segment Reporting - (Tables) | 6 Months Ended |
Jun. 29, 2024 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information by Operating Segment | For the Three Months Ended June 29, 2024 (in millions of U.S. dollars) North America Other Total Revenue, net $ 484.8 $ 0.2 $ 485.0 Depreciation and amortization 49.2 0.5 49.7 Operating income (loss) 72.9 (33.7) 39.2 Additions to property, plant and equipment 37.2 0.1 37.3 For the Six Months Ended June 29, 2024 (in millions of U.S. dollars) North America Other Total Revenue, net $ 936.4 $ 0.6 $ 937.0 Depreciation and amortization 97.0 0.9 97.9 Operating income (loss) 124.3 (49.5) 74.8 Additions to property, plant and equipment 74.1 0.8 74.9 For the Three Months Ended July 1, 2023 (in millions of U.S. dollars) North America Other Total Revenue, net $ 450.5 $ 0.1 $ 450.6 Depreciation and amortization 46.8 0.4 47.2 Operating income (loss) 57.3 (15.9) 41.4 Additions to property, plant and equipment 26.6 0.4 27.0 For the Six Months Ended July 1, 2023 (in millions of U.S. dollars) North America Other Total Revenue, net $ 862.8 $ 0.3 $ 863.1 Depreciation and amortization 93.6 0.7 94.3 Operating income (loss) 92.0 (29.2) 62.8 Additions to property, plant and equipment 68.7 0.5 69.2 |
Schedule of Revenues by Channel Reporting Segment | Revenues by channel by reporting segment were as follows: For the Three Months Ended June 29, 2024 (in millions of U.S. dollars) North America Other Total Revenue, net Water Direct/Water Exchange $ 368.2 $ — $ 368.2 Water Refill/Water Filtration 61.8 — 61.8 Other Water 1 22.2 — 22.2 Water Dispensers 13.2 — 13.2 Other 19.4 0.2 19.6 Total $ 484.8 $ 0.2 $ 485.0 For the Six Months Ended June 29, 2024 (in millions of U.S. dollars) North America Other Total Revenue, net Water Direct/Water Exchange $ 707.6 $ — $ 707.6 Water Refill/Water Filtration 119.8 — 119.8 Other Water 1 39.9 — 39.9 Water Dispensers 30.0 — 30.0 Other 39.1 0.6 39.7 Total $ 936.4 $ 0.6 $ 937.0 For the Three Months Ended July 1, 2023 (in millions of U.S. dollars) North America Other Total Revenue, net Water Direct/Water Exchange $ 342.9 $ — $ 342.9 Water Refill/Water Filtration 55.4 — 55.4 Other Water 1 11.9 — 11.9 Water Dispensers 16.7 — 16.7 Other 23.6 0.1 23.7 Total $ 450.5 $ 0.1 $ 450.6 For the Six Months Ended July 1, 2023 (in millions of U.S. dollars) North America Other Total Revenue, net Water Direct/Water Exchange $ 655.3 $ — $ 655.3 Water Refill/Water Filtration 107.6 — 107.6 Other Water 1 23.2 — 23.2 Water Dispensers 29.4 — 29.4 Other 47.3 0.3 47.6 Total $ 862.8 $ 0.3 $ 863.1 ______________________ 1 Primarily Mountain Valley retail and on-premise revenue. |
Inventories - (Tables)
Inventories - (Tables) | 6 Months Ended |
Jun. 29, 2024 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | The following table summarizes inventories as of June 29, 2024 and December 30, 2023: (in millions of U.S. dollars) June 29, 2024 December 30, 2023 Raw materials $ 27.6 $ 30.4 Finished goods 9.8 6.8 Resale items 9.9 10.1 Total $ 47.3 $ 47.3 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive (Loss) Income - (Tables) | 6 Months Ended |
Jun. 29, 2024 | |
Equity [Abstract] | |
Schedule of Changes in Accumulated Other Comprehensive (Loss) Income by Component | Changes in AOCI by component for the three and six months ended June 29, 2024 and July 1, 2023 were as follows: (in millions of U.S. dollars) 1 Gains and Losses Pension Currency Total Balance as of March 30, 2024 $ (0.7) $ (0.8) $ (109.8) $ (111.3) OCI before reclassifications (0.2) — (1.8) (2.0) Amounts reclassified from AOCI 1.7 — (1.4) 0.3 Net current-period OCI 1.5 — (3.2) (1.7) Balance as of June 29, 2024 $ 0.8 $ (0.8) $ (113.0) $ (113.0) Balance as of December 30, 2023 $ — $ (0.8) $ (104.3) $ (105.1) OCI before reclassifications (2.5) — (7.3) (9.8) Amounts reclassified from AOCI 3.3 — (1.4) 1.9 Net current-period OCI 0.8 — (8.7) (7.9) Balance as of June 29, 2024 $ 0.8 $ (0.8) $ (113.0) $ (113.0) Balance as of April 1, 2023 $ — $ 1.2 $ (90.0) $ (88.8) OCI before reclassifications — — (0.6) (0.6) Amounts reclassified from AOCI — 0.6 — 0.6 Net current-period OCI — 0.6 (0.6) — Balance as of July 1, 2023 $ — $ 1.8 $ (90.6) $ (88.8) Balance as of December 31, 2022 $ — $ 1.2 $ (83.4) $ (82.2) OCI before reclassifications — — (7.2) (7.2) Amounts reclassified from AOCI — 0.6 — 0.6 Net current-period OCI — 0.6 (7.2) (6.6) Balance as of July 1, 2023 $ — $ 1.8 $ (90.6) $ (88.8) ______________________ 1 All amounts are net of tax. Amounts in parentheses indicate debits. |
Summary of Amounts Reclassified from AOCI | (in millions of U.S. dollars) For the Three Months Ended For the Six Months Ended Affected Line Item in the Statement Where Net Income Is Presented Details of AOCI Components June 29, 2024 July 1, 2023 June 29, 2024 July 1, 2023 Gains and losses on derivative instruments Foreign exchange contracts 1 $ (1.7) $ — $ (3.3) $ — Other expense, net $ (1.7) $ — $ (3.3) $ — Net of tax Amortization of pension benefit plan items Recognized actuarial losses 2 $ — $ (0.6) $ — $ (0.6) Other expense, net $ — $ (0.6) $ — $ (0.6) Net of tax Foreign currency translation adjustments 3 $ 1.4 $ — $ 1.4 $ — Loss on sale of discontinued operations Total reclassifications for the period $ (0.3) $ (0.6) $ (1.9) $ (0.6) Net of tax 1 During the three and six months ended June 29, 2024, $2.3 million and $4.5 million of losses, respectively, were reclassified from AOCI related to the amounts excluded from the effectiveness testing recognized in earnings for the foreign exchange forward contracts. The effect of the loss was included in Other expense, net on the Consolidated Statements of Operations. The tax impact of the losses of $0.6 million and $1.2 million, respectively, was recorded within Income tax expense on the Consolidated Statements of Operations. 2 During the three and six months ended July 1, 2023, $0.6 million was reclassified from AOCI due to the recognition of unrealized losses resulting from the distribution of the assets of the U.S. defined benefit plan. The effect of the loss was included in Other expense, net on the Consolidated Statements of Operations during the second quarter. The settlement did not have a material impact on the financial statements. 3 During the three and six months ended June 29, 2024, the amount relates to the foreign currency translation balances recognized in earnings in connection with the sale of the Aimia and Farrers businesses included in Net income from discontinued operations, net of income taxes on the Consolidated Statement of Operations. |
Hedging Transactions and Deri_2
Hedging Transactions and Derivative Financial Instruments (Tables) | 6 Months Ended |
Jun. 29, 2024 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Fair Value Hedging Instruments | The following amount was recorded on the Consolidated Balance Sheets related to hedged item as of June 29, 2024: (in millions of U.S. dollars) June 29, 2024 Line Item in Consolidated Balance Sheets in Which the Hedged Item Is Included Carrying Amount of the Hedged Liability Long-term debt 1 $ (481.5) ______________________ 1 Carrying amount is gross of unamortized debt issuance costs as of June 29, 2024. |
Schedule of Derivative Assets at Fair Value | The fair value of our derivative liabilities included in Other long-term liabilities as of June 29, 2024 was as follows: (in millions of U.S. dollars) June 29, 2024 Derivative Contract Assets Liabilities Foreign exchange contracts $ — $ (16.2) |
Schedule of Derivative Liabilities at Fair Value | The fair value of our derivative liabilities included in Other long-term liabilities as of June 29, 2024 was as follows: (in millions of U.S. dollars) June 29, 2024 Derivative Contract Assets Liabilities Foreign exchange contracts $ — $ (16.2) |
Schedule of Foreign Exchange Contracts, Statement of Financial Position | The amount of gains or (losses) recognized in Other expense, net in the Consolidated Statements of Operations for fair value hedging relationships, presented on a pre-tax basis, for the three and six months ended June 29, 2024 is shown in the table below: (in millions of U.S. dollars) For the Three Months Ended June 29, 2024 For the Six Months Ended June 29, 2024 Foreign exchange contracts Hedged Item $ 4.5 $ 17.9 Derivative designated as hedging instrument $ (4.5) $ (12.8) Amount reclassed from AOCI to expense (amortized) $ (2.3) $ (4.5) The amount of gains or (losses), net of tax, recognized in our Condensed Consolidated Statements of Comprehensive Income (Loss) for fair value hedging relationships for the three and six months ended June 29, 2024 is shown in the table below: (in millions of U.S. dollars) For the Three Months Ended June 29, 2024 For the Six Months Ended June 29, 2024 Foreign exchange contracts Amount excluded from the assessment of effectiveness 1 $ (0.2) $ (2.5) ______________________ 1 Amount is net of tax impact of $0.1 million and $0.9 million for the three and six months ended June 29, 2024, respectively. |
Fair Value Measurements - (Tabl
Fair Value Measurements - (Tables) | 6 Months Ended |
Jun. 29, 2024 | |
Fair Value Disclosures [Abstract] | |
Schedule of Carrying Value and Estimated Fair Values of Outstanding Debt | The carrying values and estimated fair values of our significant outstanding debt as of June 29, 2024 and December 30, 2023 were as follows: June 29, 2024 December 30, 2023 (in millions of U.S. dollars) Carrying Fair Carrying Fair 3.875% senior notes due in 2028 1,2 $ 477.3 $ 451.3 $ 494.6 $ 477.5 4.375% senior notes due in 2029 1,2 743.4 689.4 742.8 683.1 Total $ 1,220.7 $ 1,140.7 $ 1,237.4 $ 1,160.6 ______________________ 1 The fair values were based on the trading levels and bid/offer prices observed by a market participant and are considered Level 2 financial instruments. 2 Carrying value of our significant outstanding debt is net of unamortized debt issuance costs as of June 29, 2024 and December 30, 2023. |
Business and Recent Accountin_3
Business and Recent Accounting Pronouncements (Details) $ in Millions | 3 Months Ended | 6 Months Ended | 9 Months Ended | |||||
Dec. 29, 2023 USD ($) | Jun. 29, 2024 USD ($) location | Jul. 01, 2023 USD ($) | Jun. 29, 2024 USD ($) location | Jul. 01, 2023 USD ($) | Jun. 29, 2024 location segment | Sep. 30, 2023 segment | Oct. 22, 2020 EUR (€) | |
Business And Basis Of Presentation [Line Items] | ||||||||
Number of reporting segments | segment | 1 | 2 | ||||||
3.875% senior notes due in 2028 | Senior Notes | ||||||||
Business And Basis Of Presentation [Line Items] | ||||||||
Debt face amount | € | € 450,000,000 | |||||||
Interest rate on notes | 3.875% | |||||||
Discontinued Operations, Disposed of by Sale | European Business | ||||||||
Business And Basis Of Presentation [Line Items] | ||||||||
Aggregate deal consideration | $ | $ 575 | |||||||
Total cash consideration received | $ | $ 565.9 | |||||||
Water Exchange | Minimum | ||||||||
Business And Basis Of Presentation [Line Items] | ||||||||
Number of locations | location | 11,350 | 11,350 | 11,350 | |||||
Water Refill | ||||||||
Business And Basis Of Presentation [Line Items] | ||||||||
Number of locations | location | 17,950 | 17,950 | 17,950 | |||||
Water Dispensers | ||||||||
Business And Basis Of Presentation [Line Items] | ||||||||
Number of locations | location | 23,500 | 23,500 | 23,500 | |||||
Shipping and Handling | Selling, General and Administrative Expenses | ||||||||
Business And Basis Of Presentation [Line Items] | ||||||||
Shipping and handling costs | $ | $ 124.6 | $ 114.4 | $ 245.7 | $ 227.7 |
Discontinued Operations - Addit
Discontinued Operations - Additional Information (Details) - Discontinued Operations, Disposed of by Sale - USD ($) $ in Millions | Jun. 07, 2024 | Dec. 29, 2023 |
European Business | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Aggregate deal consideration | $ 575 | |
Total cash consideration received | $ 565.9 | |
Aimia and Farrers | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Aggregate deal consideration | $ 75.5 | |
Loss on sale of discontinued operations | $ 2 |
Discontinued Operations - Sched
Discontinued Operations - Schedule of Discontinued Operations in Statement of Operation (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2024 | Jul. 01, 2023 | Jun. 29, 2024 | Jul. 01, 2023 | |
Statement of Operations | ||||
Net income from discontinued operations, net of income taxes | $ 2.7 | $ 7.7 | $ 9 | $ 10.3 |
Discontinued Operations, Disposed of by Sale | ||||
Statement of Operations | ||||
Revenue, net | 74.1 | 142.7 | 153.2 | 276.7 |
Cost of sales | 39.1 | 65.2 | 85.4 | 129.9 |
Gross profit | 35 | 77.5 | 67.8 | 146.8 |
Selling, general and administrative expenses | 26.1 | 71.1 | 49.8 | 140 |
Loss on disposal of property, plant and equipment, net | 0.9 | 0.3 | 1 | 0.3 |
Acquisition and integration expenses | 0 | (0.1) | 0 | 0.2 |
Operating income from discontinued operations | 8 | 6.2 | 17 | 6.3 |
Other expense (income), net | 0.1 | (5.1) | 0.1 | (11.1) |
Loss on sale of discontinued operations | 2 | 0 | 2.5 | 0 |
Interest expense, net | 0.5 | 1 | 1.1 | 1.6 |
Income from discontinued operations, before income taxes | 5.4 | 10.3 | 13.3 | 15.8 |
Income tax expense | 2.7 | 2.6 | 4.3 | 5.5 |
Net income from discontinued operations, net of income taxes | $ 2.7 | $ 7.7 | $ 9 | $ 10.3 |
Discontinued Operations - Sch_2
Discontinued Operations - Schedule of Discontinued Operations in Balance Sheet (Details) - USD ($) $ in Millions | Jun. 29, 2024 | Dec. 30, 2023 |
ASSETS | ||
Accounts receivable, allowance | $ 4.9 | $ 3.4 |
Current assets of discontinued operations | 81.9 | 128.7 |
Long-term assets of discontinued operations | 158.4 | 225.6 |
LIABILITIES | ||
Current liabilities of discontinued operations | 89.3 | 109.9 |
Long-term liabilities of discontinued operations | 33.8 | 52.2 |
Discontinued Operations, Disposed of by Sale | ||
ASSETS | ||
Cash and cash equivalents | 12.2 | 22.6 |
Accounts receivable, net of allowance of $4.9 ($3.4 as of December 30, 2023) | 53.4 | 67.4 |
Inventories | 13.8 | 31.9 |
Prepaid expenses and other current assets | 2.5 | 6.8 |
Current assets of discontinued operations | 81.9 | 128.7 |
Property, plant and equipment, net | 82 | 83.7 |
Operating lease right-of-use-assets | 28.7 | 37.9 |
Goodwill | 26.5 | 48.5 |
Intangible assets, net | 28.1 | 61.5 |
Other long-term assets, net | (6.9) | (6) |
Long-term assets of discontinued operations | 158.4 | 225.6 |
LIABILITIES | ||
Short-term borrowings | 20.4 | 18.4 |
Current maturities of long-term debt | 3.2 | 3.5 |
Accounts payable and accrued liabilities | 62 | 83.4 |
Current operating lease obligations | 3.7 | 4.6 |
Current liabilities of discontinued operations | 89.3 | 109.9 |
Long-term debt | 8.9 | 9.2 |
Operating lease obligations | 22.7 | 33.6 |
Deferred tax liabilities | 0 | 7 |
Other long-term liabilities | 2.2 | 2.4 |
Long-term liabilities of discontinued operations | $ 33.8 | $ 52.2 |
Revenue - Additional Informatio
Revenue - Additional Information (Details) - USD ($) $ in Millions | Jun. 29, 2024 | Dec. 30, 2023 |
Revenue from Contract with Customer [Abstract] | ||
Accrued sales incentives | $ 10.9 | $ 7.7 |
Revenue - Schedule of Revenue t
Revenue - Schedule of Revenue to External Customers (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2024 | Jul. 01, 2023 | Jun. 29, 2024 | Jul. 01, 2023 | |
Disaggregation of Revenue [Line Items] | ||||
Total | $ 485 | $ 450.6 | $ 937 | $ 863.1 |
United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Total | 467.2 | 433.3 | 903 | 830.1 |
Canada | ||||
Disaggregation of Revenue [Line Items] | ||||
Total | 17.8 | 17.3 | 33.7 | 33 |
All other countries | ||||
Disaggregation of Revenue [Line Items] | ||||
Total | $ 0 | $ 0 | $ 0.3 | $ 0 |
Share-based Compensation - Addi
Share-based Compensation - Additional Information (Details) - Common Shares - Amended and Restated Equity Plan - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended |
Jun. 29, 2024 | Jun. 29, 2024 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Grants in period (in shares) | 46,991 | 46,991 |
Grants in period, fair value | $ 1.2 | $ 1.2 |
Interest Expense, Net - Schedul
Interest Expense, Net - Schedule of Interest Expense (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2024 | Jul. 01, 2023 | Jun. 29, 2024 | Jul. 01, 2023 | |
Banking and Thrift, Interest [Abstract] | ||||
Interest on short-term debt | $ 0.9 | $ 4.3 | $ 1.1 | $ 8 |
Interest on long-term debt | 12.9 | 13 | 25.8 | 25.9 |
Other interest expense, net | 1.6 | 1.5 | 3.2 | 3.1 |
Interest Income | (6.2) | 0 | (10.9) | 0 |
Interest expense, net | $ 9.2 | $ 18.8 | $ 19.2 | $ 37 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2024 | Jul. 01, 2023 | Jun. 29, 2024 | Jul. 01, 2023 | |
Income Tax Disclosure [Abstract] | ||||
Income tax expense | $ 14 | $ 8.4 | $ 23.5 | $ 8.7 |
Pre-tax income (loss) from continuing operations | $ 27.3 | $ 22 | $ 55.5 | $ 25.5 |
Effective income tax rates | 51.30% | 38.20% | 42.30% | 34.10% |
Common Shares and Net Income _3
Common Shares and Net Income per Common Share - Additional Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||||||
Aug. 15, 2022 | Jun. 29, 2024 | Jul. 01, 2023 | Jun. 29, 2024 | Jul. 01, 2023 | Dec. 29, 2023 | Aug. 09, 2023 | Aug. 09, 2022 | |
Equity, Class of Treasury Stock [Line Items] | ||||||||
Common shares repurchased | $ 9,100,000 | $ 2,500,000 | $ 20,200,000 | $ 21,800,000 | ||||
August 2023 Share Repurchase Program | ||||||||
Equity, Class of Treasury Stock [Line Items] | ||||||||
Stock repurchase program | $ 75,000,000 | $ 50,000,000 | ||||||
Stock repurchase program, incremental authorized amount | $ 25,000,000 | |||||||
Common shares repurchased and cancelled (in shares) | 349,952 | 932,896 | ||||||
Common shares repurchased | $ 6,800,000 | $ 15,900,000 | ||||||
August 2022 Share Repurchase Program | ||||||||
Equity, Class of Treasury Stock [Line Items] | ||||||||
Stock repurchase program | $ 100,000,000 | |||||||
Common shares repurchased and cancelled (in shares) | 160,098 | 1,272,612 | ||||||
Common shares repurchased | $ 2,400,000 | $ 19,000,000 | ||||||
Period in force (in months) | 12 months |
Common Shares and Net Income _4
Common Shares and Net Income per Common Share - Schedule of Weighted Average Reconciliation (Details) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2024 | Jul. 01, 2023 | Jun. 29, 2024 | Jul. 01, 2023 | |
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ||||
Weighted average common shares outstanding - basic (in shares) | 160,112 | 159,196 | 159,843 | 159,465 |
Weighted average common shares outstanding - diluted (in shares) | 161,384 | 159,900 | 161,041 | 160,332 |
Performance-based RSUs | ||||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ||||
Dilutive effect (in shares) | 294 | 0 | 355 | 103 |
Time-based RSUs | ||||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ||||
Dilutive effect (in shares) | 498 | 512 | 422 | 498 |
Stock Options | ||||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ||||
Dilutive effect (in shares) | 480 | 192 | 421 | 266 |
Common Shares and Net Income _5
Common Shares and Net Income per Common Share - Schedule of Anti-dilutive Securities Excluded from the Computation (Details) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2024 | Jul. 01, 2023 | Jun. 29, 2024 | Jul. 01, 2023 | |
Stock Options | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive securities excluded from the computation of diluted income (loss) per common share (in shares) | 0 | 2,219 | 0 | 1,984 |
Performance-based RSUs | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive securities excluded from the computation of diluted income (loss) per common share (in shares) | 1,453 | 1,175 | 1,453 | 1,175 |
Time-based RSUs | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive securities excluded from the computation of diluted income (loss) per common share (in shares) | 0 | 0 | 0 | 0 |
Segment Reporting - Schedule of
Segment Reporting - Schedule of Segment Reporting Information by Operating Segment (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2024 | Jul. 01, 2023 | Jun. 29, 2024 | Jul. 01, 2023 | |
Segment Reporting Information [Line Items] | ||||
Revenue, net | $ 485 | $ 450.6 | $ 937 | $ 863.1 |
Depreciation and amortization | 49.7 | 47.2 | 97.9 | 94.3 |
Operating income (loss) | 39.2 | 41.4 | 74.8 | 62.8 |
Additions to property, plant and equipment | 37.3 | 27 | 74.9 | 69.2 |
Operating Segments | North America | ||||
Segment Reporting Information [Line Items] | ||||
Revenue, net | 484.8 | 450.5 | 936.4 | 862.8 |
Depreciation and amortization | 49.2 | 46.8 | 97 | 93.6 |
Operating income (loss) | 72.9 | 57.3 | 124.3 | 92 |
Additions to property, plant and equipment | 37.2 | 26.6 | 74.1 | 68.7 |
Other | ||||
Segment Reporting Information [Line Items] | ||||
Revenue, net | 0.2 | 0.1 | 0.6 | 0.3 |
Depreciation and amortization | 0.5 | 0.4 | 0.9 | 0.7 |
Operating income (loss) | (33.7) | (15.9) | (49.5) | (29.2) |
Additions to property, plant and equipment | $ 0.1 | $ 0.4 | $ 0.8 | $ 0.5 |
Segment Reporting - Schedule _2
Segment Reporting - Schedule of Revenues by Channel Reporting Segment (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2024 | Jul. 01, 2023 | Jun. 29, 2024 | Jul. 01, 2023 | |
Segment Reporting Information [Line Items] | ||||
Total | $ 485 | $ 450.6 | $ 937 | $ 863.1 |
Water Direct/Water Exchange | ||||
Segment Reporting Information [Line Items] | ||||
Total | 368.2 | 342.9 | 707.6 | 655.3 |
Water Refill/Water Filtration | ||||
Segment Reporting Information [Line Items] | ||||
Total | 61.8 | 55.4 | 119.8 | 107.6 |
Other Water | ||||
Segment Reporting Information [Line Items] | ||||
Total | 22.2 | 11.9 | 39.9 | 23.2 |
Water Dispensers | ||||
Segment Reporting Information [Line Items] | ||||
Total | 13.2 | 16.7 | 30 | 29.4 |
Other | ||||
Segment Reporting Information [Line Items] | ||||
Total | 19.6 | 23.7 | 39.7 | 47.6 |
Operating Segments | North America | ||||
Segment Reporting Information [Line Items] | ||||
Total | 484.8 | 450.5 | 936.4 | 862.8 |
Operating Segments | Water Direct/Water Exchange | North America | ||||
Segment Reporting Information [Line Items] | ||||
Total | 368.2 | 342.9 | 707.6 | 655.3 |
Operating Segments | Water Refill/Water Filtration | North America | ||||
Segment Reporting Information [Line Items] | ||||
Total | 61.8 | 55.4 | 119.8 | 107.6 |
Operating Segments | Other Water | North America | ||||
Segment Reporting Information [Line Items] | ||||
Total | 22.2 | 11.9 | 39.9 | 23.2 |
Operating Segments | Water Dispensers | North America | ||||
Segment Reporting Information [Line Items] | ||||
Total | 13.2 | 16.7 | 30 | 29.4 |
Operating Segments | Other | North America | ||||
Segment Reporting Information [Line Items] | ||||
Total | 19.4 | 23.6 | 39.1 | 47.3 |
Other | ||||
Segment Reporting Information [Line Items] | ||||
Total | 0.2 | 0.1 | 0.6 | 0.3 |
Other | Water Direct/Water Exchange | ||||
Segment Reporting Information [Line Items] | ||||
Total | 0 | 0 | 0 | 0 |
Other | Water Refill/Water Filtration | ||||
Segment Reporting Information [Line Items] | ||||
Total | 0 | 0 | 0 | 0 |
Other | Other Water | ||||
Segment Reporting Information [Line Items] | ||||
Total | 0 | 0 | 0 | 0 |
Other | Water Dispensers | ||||
Segment Reporting Information [Line Items] | ||||
Total | 0 | 0 | 0 | 0 |
Other | Other | ||||
Segment Reporting Information [Line Items] | ||||
Total | $ 0.2 | $ 0.1 | $ 0.6 | $ 0.3 |
Inventories - Schedule of Inven
Inventories - Schedule of Inventories (Details) - USD ($) $ in Millions | Jun. 29, 2024 | Dec. 30, 2023 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 27.6 | $ 30.4 |
Finished goods | 9.8 | 6.8 |
Resale items | 9.9 | 10.1 |
Total | $ 47.3 | $ 47.3 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive (Loss) Income - Schedule of Changes in Consolidated Accumulated Other Comprehensive (Loss) Income by Component (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2024 | Jul. 01, 2023 | Jun. 29, 2024 | Jul. 01, 2023 | |
AOCI Attributable to Parent | ||||
Beginning balance | $ 1,443.7 | $ 1,256.5 | $ 1,441.3 | $ 1,282.9 |
OCI before reclassifications | (2) | (0.6) | (9.8) | (7.2) |
Amounts reclassified from AOCI | 0.3 | 0.6 | 1.9 | 0.6 |
Net current-period OCI | (1.7) | 0 | (7.9) | (6.6) |
Ending balance | 1,454.4 | 1,265.8 | 1,454.4 | 1,265.8 |
Total | ||||
AOCI Attributable to Parent | ||||
Beginning balance | (111.3) | (88.8) | (105.1) | (82.2) |
Net current-period OCI | (1.7) | (7.9) | (6.6) | |
Ending balance | (113) | (88.8) | (113) | (88.8) |
Gains and Losses on Derivative Instruments | ||||
AOCI Attributable to Parent | ||||
Beginning balance | (0.7) | 0 | 0 | 0 |
OCI before reclassifications | (0.2) | 0 | (2.5) | 0 |
Amounts reclassified from AOCI | 1.7 | 0 | 3.3 | 0 |
Net current-period OCI | 1.5 | 0 | 0.8 | 0 |
Ending balance | 0.8 | 0 | 0.8 | 0 |
Pension Benefit Plan Items | ||||
AOCI Attributable to Parent | ||||
Beginning balance | (0.8) | 1.2 | (0.8) | 1.2 |
OCI before reclassifications | 0 | 0 | 0 | 0 |
Amounts reclassified from AOCI | 0 | 0.6 | 0 | 0.6 |
Net current-period OCI | 0 | 0.6 | 0 | 0.6 |
Ending balance | (0.8) | 1.8 | (0.8) | 1.8 |
Currency Translation Adjustment Items | ||||
AOCI Attributable to Parent | ||||
Beginning balance | (109.8) | (90) | (104.3) | (83.4) |
OCI before reclassifications | (1.8) | (0.6) | (7.3) | (7.2) |
Amounts reclassified from AOCI | (1.4) | 0 | (1.4) | 0 |
Net current-period OCI | (3.2) | (0.6) | (8.7) | (7.2) |
Ending balance | $ (113) | $ (90.6) | $ (113) | $ (90.6) |
Accumulated Other Comprehensi_4
Accumulated Other Comprehensive (Loss) Income - Schedule of Reclassifications Out of Accumulated Other Comprehensive Income (Loss) to Total Net Income (Loss) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2024 | Jul. 01, 2023 | Jun. 29, 2024 | Jul. 01, 2023 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Other expense, net | $ (2.7) | $ (0.6) | $ (0.1) | $ (0.3) |
Net of tax | 16 | 21.3 | 41 | 27.1 |
Amounts reclassified from AOCI | 0.3 | 0.6 | 1.9 | 0.6 |
Gains and Losses on Derivative Instruments | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Amounts reclassified from AOCI, before tax | 2.3 | 4.5 | ||
Amounts reclassified from AOCI, tax | (0.6) | (1.2) | ||
Amounts reclassified from AOCI | 1.7 | 0 | 3.3 | 0 |
Amortization of pension benefit plan items | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Amounts reclassified from AOCI | 0 | 0.6 | 0 | 0.6 |
Foreign currency translation adjustments | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Amounts reclassified from AOCI | (1.4) | 0 | (1.4) | 0 |
Reclassification Out of Accumulated Other Comprehensive (Loss) Income | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Net of tax | (0.3) | (0.6) | (1.9) | (0.6) |
Reclassification Out of Accumulated Other Comprehensive (Loss) Income | Amortization of pension benefit plan items | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Other expense, net | 0 | (0.6) | 0 | (0.6) |
Net of tax | 0 | (0.6) | 0 | (0.6) |
Amounts reclassified from AOCI | 0.6 | 0.6 | ||
Reclassification Out of Accumulated Other Comprehensive (Loss) Income | Foreign currency translation adjustments | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Loss on sale of discontinued operations | 1.4 | 0 | 1.4 | 0 |
Reclassification Out of Accumulated Other Comprehensive (Loss) Income | Foreign exchange contracts | Gains and Losses on Derivative Instruments | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Other expense, net | (1.7) | 0 | (3.3) | 0 |
Net of tax | $ (1.7) | $ 0 | $ (3.3) | $ 0 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) $ in Millions | Jun. 29, 2024 USD ($) segment | Dec. 30, 2023 USD ($) |
Operating Leased Assets [Line Items] | ||
Number of third-party lessors | segment | 2 | |
Maximum potential amount of undiscounted future payments under the guarantee | $ 9.3 | |
ABL facility | ||
Operating Leased Assets [Line Items] | ||
Standby letters of credit outstanding | $ 65.9 | $ 66.7 |
Hedging Transactions and Deri_3
Hedging Transactions and Derivative Financial Instruments - Narrative (Details) - Jan. 02, 2024 € in Millions, $ in Millions | EUR (€) | USD ($) |
3.875% senior notes due in 2028 | Foreign exchange contracts | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Derivative, notional amount | € 450 | $ 481.5 |
Hedging Transactions and Deri_4
Hedging Transactions and Derivative Financial Instruments - Schedule of Cumulative Basis Adjustments for the Fair Value Hedges (Details) $ in Millions | Jun. 29, 2024 USD ($) |
Long-term debt | |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |
Carrying Amount of the Hedged Liability | $ (481.5) |
Hedging Transactions and Deri_5
Hedging Transactions and Derivative Financial Instruments - Schedule of Reconciliation of our Derivatives that were Designated and Qualified as Hedging Instruments (Details) - Foreign exchange contracts $ in Millions | Jun. 29, 2024 USD ($) |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |
Assets | $ 0 |
Liabilities | $ (16.2) |
Hedging Transactions and Deri_6
Hedging Transactions and Derivative Financial Instruments - Schedule of Amount of Gains or Losses Recognized for Fair Value Hedging Relationship (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended |
Jun. 29, 2024 | Jun. 29, 2024 | |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Gain (loss) from components excluded from assessment of fair value hedge effectiveness, tax | $ 0.1 | $ 0.9 |
Foreign exchange contracts | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Amount excluded from the assessment of effectiveness | (0.2) | (2.5) |
Foreign exchange contracts | Other Nonoperating Income (Expense) | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Hedged Item | 4.5 | 17.9 |
Derivative designated as hedging instrument | (4.5) | (12.8) |
Amount reclassed from AOCI to expense (amortized) | $ (2.3) | $ (4.5) |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - Level 2 | Jun. 29, 2024 USD ($) |
Fair Value Measurements [Line Items] | |
Fair value for the derivative liabilities | $ 16,200,000 |
Fair value for the derivative assets | $ 0 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Carrying Value and Estimated Fair Values of Outstanding Debt (Details) - Senior Notes - USD ($) $ in Millions | Jun. 29, 2024 | Dec. 30, 2023 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Carrying Value | $ 1,220.7 | $ 1,237.4 |
Estimate of Fair Value Measurement | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | $ 1,140.7 | 1,160.6 |
3.875% senior notes due in 2028 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Interest rate on notes | 3.875% | |
Carrying Value | $ 477.3 | 494.6 |
3.875% senior notes due in 2028 | Estimate of Fair Value Measurement | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | $ 451.3 | 477.5 |
4.375% senior notes due in 2029 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Interest rate on notes | 4.375% | |
Carrying Value | $ 743.4 | 742.8 |
4.375% senior notes due in 2029 | Estimate of Fair Value Measurement | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | $ 689.4 | $ 683.1 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||||
Aug. 06, 2024 | Jul. 03, 2024 | Jun. 29, 2024 | Jul. 01, 2023 | Jun. 29, 2024 | Jul. 01, 2023 | Mar. 06, 2020 | |
Subsequent Event [Line Items] | |||||||
Common shares dividends (in USD per share) | $ 0.09 | $ 0.08 | $ 0.18 | $ 0.16 | |||
Revolving Credit Facility | Line of Credit | |||||||
Subsequent Event [Line Items] | |||||||
Maximum borrowing capacity | $ 350,000,000 | ||||||
Subsequent Event | |||||||
Subsequent Event [Line Items] | |||||||
Common shares dividends (in USD per share) | $ 0.09 | ||||||
Subsequent Event | Portugal Business | Disposal Group, Held-for-Sale or Disposed of by Sale, Not Discontinued Operations | |||||||
Subsequent Event [Line Items] | |||||||
Total cash consideration received | $ 19,200,000 |